CAREFULLY READ THESE TERMS AND CONDITIONS. BY AGREEING TO USE THE SOFTWARE OR RELATED SERVICES, YOU ARE CONSENTING TO BE BOUND BY THESE TERMS AND CONDITIONS AS SUCH TERMS MAY BE MODIFIED FROM TIME TO TIME AS DESCRIBED BELOW.
These General Terms and Conditions ("Terms and Conditions") apply to the use of this website (www.loudly.com) including the Loudly's online music catalogue service (or the "Service"), any software applications or access to any content or material made available by Loudly (“we”, “company”).
Please note that any and all use of the music provided within the Service will be subject to a separate License Agreement between you and Loudly which regulates your right to use and distribute the music. More information about the different licenses and subscriptions that Loudly offers can be found on the website or by contacting [email protected].
Loudly reserves the right, at its full discretion, to modify these Terms and Conditions at any time. Such modification enters into force when published on the Service or communicated to you in any other appropriate manner. Your continued use of the Service after such modification is valid as consent thereto. Do check the website regularly to verify whether these Terms and Conditions or other document referred to herein have been modified. If you do not accept to abide by these Terms and Conditions (or cannot comply with then) you may not use the Service, the website or access any content.
WHEN VISITING OUR WEBSITE AND/OR USING THE SERVICE YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD AND AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS AND THEREIN REFERRED TO DOCUMENTS. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS, PLEASE DO NOT VISIT THIS WEBSITE AND DO NOT USE OUR SERVICE.
The Service is provided by Loudly GmbH,10589, Quedlinburger Str. 1, Berlin, Germany (“Loudly”, “Loudly”).
2. The Service and General Limitations of Use
The Service is an online music catalogue & creative customization service, by which Loudly makes available digital music files (collectively as well as any part thereof "Content") for the purpose to be used in combination with other media under the terms and conditions as set out in the License Agreement.
The Service is available for entities and persons that have registered and created user accounts to the Service. In order to use the Service and access the Content you will have to have the power to enter into a binding contract (i.e. be of mental capacity to enter into binding agreements) and not be barred from doing so under any applicable law. If you are under 16 years old, or unable to solely enter into a binding agreement with Loudly, please contact [email protected].
The assortment of Content may be amended at all times by Loudly, with or without any notice to you. You accept that the Content that is available might not be available at a later stage.
Content types and descriptions, such as genres, categories etc., are provided for your convenience only and Loudly does not guarantee their accuracy.
You agree not to use or launch any automated system, including, without limitation, any robot, spider or offline reader) that accesses the Service in a manner that sends more requests to Loudly or its servers in a given period of time than a human can reasonably produce in the same period by using a publicly available, standard (i.e. not modified) web browser. Access to Content & the Service via an Application Interface Program (API), when available, can be granted solely via a separate contract which will have its own terms and conditions, including limitations specified for the volume of requests made to the Service.
You agree to only download Content in accordance with the restrictions applicable to your account.
3. Your Account
In order to use the Service you must create a personal account and register as user by following the instructions that are further specified in the user registration form. Your account will contain basic account information including username and password. You are responsible for your username and password and should never give out your password to anyone else.
You may not select or use an identity of another person with the intent to impersonate that person. You must use a valid e-mail address and Loudly reserves the right to test and to verify this at any time. You are not allowed to have more than one account. It is prohibited to agree with third parties upon the transfer, the utilization or the provision of accounts, resources or access data.
You must notify Loudly immediately of any breach of security or unauthorized use of your Loudly account that you become aware of.
You agree that you will be solely responsible for all activity that occurs under your Loudly account.
4. Free Trials & Payments
Some of our different Services requires payment. If you have received a discount code or free offer/a free trial period provided by Loudly or from a third party acting on behalf of Loudly for access to a paid Service, separate additional terms and conditions for such offer may also apply to such access to the Service and you must agree to comply with such terms in order to be able to use the Service.
If you have been offered a free trial, Loudly reserves the right, in its sole discretion, to determine your eligibility for a trial, and if you’re determined not to be eligible, modify the trial at any time with prior written notice. For some trials we require you to provide payment details to start the trial. At the end of such trial, and if you have not decided to terminate the agreement, Loudly will automatically start to charge for such provided Service.
5. Subscription & Cancellations
Your Loudly subscription begins at the time your order is processed and will continue for the length of time indicated when you signed up or placed your order. The subscription will automatically renew at the end of each such consecutive subscription term without notice until you cancel. If you provided such cancellation notice, you may use your subscription until the end of your then-current subscription term, and your subscription will not be renewed after your then-current term expires.
You will pay monthly in advance the fees agreed upon when you signed or place your order for a Loudly subscription, and in cases where you have purchased an annual subscription, you are responsible for the entire annual subscription fees regardless of cancellation, except as provided in the next sentence.
Should there be a situation where you believe a refund or credit to your account is owed, contact our customer support department at [email protected] and we will review your claim in a timely manner. You can cancel at any time by emailing us at help@loudly or by logging into your account page.
6. Intellectual Property Rights
You may not use, transfer, display, perform or otherwise make the Content available except as expressly permitted under these Terms and Conditions and under the applicable music License Agreement.
All content available through the Service and on the website, including designs, text, graphics, pictures, videos, information, applications, software, music, sound and other files, are the proprietary property of Loudly.
Except for the rights expressly granted to you in the applicable music License Agreement and in these Terms and Conditions, no right to the Service or the Content is assigned to you, and all right, title and interest in the Service and the Content are reserved and retained by Loudly. Loudly does not under any circumstances transfer any right, title or interest in the Content to you, and you do not acquire any ownership rights to the Service or the Content.
Please also note that you are not allowed to upload or otherwise exploit the Content provided in the Service as stand-alone files (for example, uploading the track to any kind of distribution platform or otherwise distributing a track as a full-length (or shortened) file, on its own or with a just background picture and/or just the name of the artist/track).
7. Limitations on Use of Content
You hereby undertake not to claim ownership of any of the Content, including any attempt to claim ownership directly or indirectly via YouTube’s Content Identification system (Content ID). If it is found that YouTube has granted you Content ID ownership of our Content, you will be asked to modify and end this claim immediately within 24 hrs or face legal proceedings. Claiming ownership of the Content violates intellectual property rights and could result in criminal or civil penalties.
8. Third Party Applications
The Service and website is integrated with third party applications, websites and other services to make the Service and Content available to you as a user. These third party applications may have their own terms and conditions of use etc., and your use of these third party applications will therefore be subject to the applicable terms and conditions for such third party provider. Loudly is not responsible or liable for behaviour, content or features of any third party application.
You may separately have accepted to be exposed to commercial messages, newsletters and advertisement sent by Loudly when using the Service. If you do not want to be notified about these offers or news you may always opt-out from such information by following the instructions in each notification which you receive.
You will find answers to the most frequently asked questions about the Service on the website https://www.loudly.com. You are always welcome to contact Loudly on [email protected].
11. Privacy and Personal Data
12. YouTube API Services
13. Service Level and Disclaimer
Loudly will make reasonable efforts to keep the Service operational. However, technical problems or maintenance may, from time to time, result in interruptions.
Loudly is not responsible for unavailability or deficiencies of the Services caused by you, deficiencies in the Internet access or any other event beyond Loudly’s control.
Loudly will from time to time carry out updates and maintenance of the Service, during which the Service might be unavailable.
THIS SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” AND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW LOUDLY MAKES NO WARRANTY, REPRESENTATION, EXPRESS OR IMPLIED, AND/OR DISCLAIMER AS REGARDS TO THE AVAILABILITY, FITNESS FOR PURPOSE, NON-INFRINGEMENT, CONTENT OR OTHER DATA PROVIDED AND THE QUALITY OF THE SERVICE. YOU USE THE SERVICE AT YOUR OWN RISK. YOU ALSO ACKNOWLEDGE THAT FREEDOM FROM PROGRAM ERRORS CANNOT BE OBTAINED IN THE SOFTWARE INDUSTRY. NEITHER LOUDLY NOR ANY OWNER OF CONTENT WARRANTS THAT THE SERVICE IS FREE OF MALWARE OR OTHER HARMFUL COMPONENTS.
LOUDLY (INCLUDING, BUT NOT LIMITED TO, AFFILIATED COMPANIES AND THEIR CONTRACTORS, OFFICERS, DIRECTORS AND EMPLOYEES) SHALL IN NO EVENT, AND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BE LIABLE FOR ANY DAMAGES AS A CONSEQUENCE OF SHUTDOWN, LOSS OF OR EFFECT ON DATA, LOSS OF PROFIT, AND CLAIMS FOR DAMAGES BY A THIRD PARTY OR OTHER INDIRECT INJURY.
Upon request by Loudly, you agree to indemnify, defend and hold Loudly harmless (including, but not limited to, affiliated companies and their contractors, officers, directors and employees) from all claims, liabilities and expenses (including reasonable attorney's fees) that arise from your misuse of the Service in a manner not in strict conformance with these Terms and Conditions.
Furthermore, Loudly reserves the right, at its own expense, to assume the exclusive defence and control of any matter otherwise subject to indemnification by you. However, in which event you accept to cooperate with Loudly in asserting any available defences.
YOU AGREE THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY PROBLEMS OR DISSATISFACTION WITH THE SERVICE IS TO UNINSTALL ANY SOFTWARE AND TO STOP USING THE SERVICE. WHILE LOUDLY ACCEPTS NO RESPONSIBILITY FOR THIRD PARTY APPLICATIONS OR THE CONTENT THEREOF, AND WHILE YOUR RELATIONSHIP WITH SUCH THIRD PARTY APPLICATIONS MAY BE GOVERNED BY SEPARATE AGREEMENTS WITH SUCH THIRD PARTIES, TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR SOLE AND EXCLUSIVE REMEDY, AS WITH RESPECT TO LOUDLY, FOR ANY PROBLEMS OR DISSATISFACTION WITH THIRD PARTY APPLICATIONS OR THE CONTENT THEREOF, IS TO UNINSTALL AND/OR STOP USING ANY SUCH THIRD PARTY APPLICATIONS.
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL LOUDLY, ITS OFFICERS, SHAREHOLDERS, EMPLOYEES, AGENTS, DIRECTORS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, ASSIGNS, SUPPLIERS, OR LICENSORS BE LIABLE FOR (1) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES; (2) ANY LOSS OF USE, DATA, BUSINESS, OR PROFITS (WHETHER DIRECT OR INDIRECT), IN ALL CASES ARISING OUT OF THE USE OR INABILITY TO USE THE SERVICE AND/OR CONTENT, THIRD PARTY APPLICATIONS, OR THIRD PARTY APPLICATION CONTENT, REGARDLESS OF LEGAL THEORY, WITHOUT REGARD TO WHETHER LOUDLY HAS BEEN WARNED OF THE POSSIBILITY OF THOSE DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE; OR (3) AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICE, THIRD PARTY APPLICATIONS, OR THIRD PARTY APPLICATION CONTENT MORE THAN THE AMOUNTS PAID BY YOU TO LOUDLY DURING THE PRIOR TWELVE MONTHS IN QUESTION, TO THE EXTENT PERMISSIBLE BY APPLICABLE LAW.
16. Term and Termination
This agreement will continue to be in force until terminated by you or Loudly.
If you or Loudly terminate this agreement for any reason or if you violate any of the terms or conditions in these Terms and Conditions or any thereto related documents, your right to use the Service and access to Content will immediately terminate. Loudly may further, at its sole discretion, terminate or suspend your account and your access to the Service at any time.
17. Partial Invalidity
If any provision of these Terms and Conditions shall be invalid or unenforceable, at any time or to any extent, then the remainder of these Terms and Conditions shall not be affected thereby. Each provision of these Terms and Conditions shall be valid and enforced to the fullest extent permitted by law.
18. Additional Information or Questions
If you would like to receive further information regarding the Terms and Conditions, you are more than welcome to contact us via the contact details provided below.