Terms of Use (Sw. Användarvillkor)
Last updated December 3, 2021
1. GENERAL
1.1 Moodelizer provides an application that allows our users to combine sound with images in motion and create musical scores (the ”Service”). The Service comprises of a software that allows for adjusting music to images in motion (the ”Software”), and several unique and specially developed musical pieces (”Themes”) to be used with the Software.
1.2 The Services are accessible at www.moodelizer.com and any other websites through which Moodelizer makes the Services available and as applications for mobile, tablet and other smart devices and application program interfaces (collectively, the “Application”).
1.3 These terms of Use (the ”Terms”) apply between Moodelizer AB, reg. no. 556929- 9018, address Västmannagatan 73, 113 26, Stockholm, Sweden, e-mail info@moodelizer.com (”Moodelizer”) with the website www.moodelizer.com (the ”Site”) and any person or company, such as, for example but not limited to producer, film maker, sound producer, sound editor, film editor (“You”), who use the Service (as defined below).
1.4 In order to be eligible to use the Service You must be 13 years of age or older and have legal competence to enter into contracts, understand and accept these Terms and our Privacy Policy. If You are at least 13, but are still a minor (this depends on where you live), You must have your parent or legal guardian's permission to use the Service. Please have him or her read this Agreement with you.
1.5 Moodelizer may provide users with new or additional services that may be associated with conditions. If You want to activate a new service, You must accept the special terms and conditions applicable to that service.
1.6 By downloading and using the Site, Application and Services, you agree to be bound by these Terms and our Privacy Policy [insert hyperlink], which explains how we collect, use and share information (incorporated here by reference). If you do not accept our terms and policies, you may not use the Site, Application and Services.
2. OWNERSHIP
2.1 All material on the Site and Application, including, but not limited to, text, data, graphics, logos, icons, images, audio clips, video clips, digital downloads (the ”Material”), Themes and Software, is owned, controlled by, or licensed to Moodelizer and is protected by copyright, trademark, and other intellectual property rights.
2.2 Moodelizer has put great efforts into creating the Site and Application and a Software that will support Your work with creating Your individual soundtracks to motion pictures. Therefore, the Material on the Site and the Application, Themes and Software are made available solely for Your personal, use of the Service and may not be copied, reverse engineered, developed, reproduced, republished, modified, uploaded, posted, transmitted, sold or distributed in any way other than explicitly following from these Terms, including by e-mail or other electronic means, without the explicit prior written consent of Moodelizer in each instance.
2.3 You may download Material intentionally made available for downloading from the Site and Application for Your personal, use only, provided that You keep intact any and all copyright and other proprietary notices that may appear on such materials.
3. LICENSE
3.1 Your subscription to the Site, Application and Services grants You during the period you use the Site, Application and Services a non-exclusive, limited and revocable license to: install any updates to the Site and Application; import sets of moving images into the Site and Application; and combine sound with images in motion to create soundtracks by using the Music and the Site and Application.
3.2 When downloading the Site, Application and Services You are granted the global, perpetual, non- exclusive, sub-licensable, transferrable and royalty-free right to extract, save, copy, offer for sale, sell and distribute the soundtracks You independently and individually have created together with the images in motion using the Service (the ”Extracted Material”), for commercial and non-commercial purposes, without providing source attribution to Moodelizer.
3.3 The Moodelizer name and logo are Moodelizer’s trademarks, and may not be copied, imitated or used, in whole or in part, without the explicit written permission of Moodelizer.
3.4 Any intellectual property rights that arise when You use the Service and the pre-recorded Themes to combine sound with images in motion to create soundtracks, including, but not limited to, copyright, is and shall remain the property and/or right of Moodelizer. For the avoidance of doubt, this means that You may not claim to be the rights holder to the original Music nor the synchronized works created with the Themes by using the Service.
3.5 Would You still, notwithstanding the above, by any applicable law be considered as a right holder to any Music or derivative works thereof, including, but not limited to neighbouring rights, such as production rights, the following shall apply: All such rights shall be considered transferred to Moodelizer with full rights to amend and freely dispose of such works.
3.6 Hence, You may not register the Music nor any derivative soundtrack thereof or productions rights with any organization working with collective rights management (“Copyright Collection Society”). You may however, register Your final moving images production, provided the soundtrack to the production is not individually registered with, or managed or enforced by, a Copyright Collection Society.
4. CANCELLATION
4.1 If You want to cancel the use of the Site, Application and Services, just remove the application from Your device.
5. PROHIBITED USE
5.1 The Service is protected by intellectual property rights such as, but not limited to, patent rights and copyright. The Service, Application, Music or parts thereof may not be used, altered, extracted, copied nor distributed except under the conditions explicitly outlined in these Terms or explicitly granted by Moodelizer in writing.
6. WARRANTIES AND DISCLAIMER
6.1 You are responsible for, and hereby warrant that:(i) The content that You combine with the Service does not infringe on someone else's rights or otherwise conflicts with the law or the rights of others; and (ii) You have the right to dispose of Your Extracted Material, and that You have obtained the requisite consents to the extent required to use the Service.
6.2 You are fundamentally liable for all activities that are carried out using the Site, Application and Services, unless You would not be responsible for the misuse of the Site, Application and Services as You have not breached Your obligations of due care.
6.3 You understand and agree that the Service is provided ”as is” and ”as available”, without express or implied warranty of any kind. You use the Service at Your own risk. To the fullest extent permitted by applicable law, Moodelizer makes no representations and disclaims any warranties or conditions of satisfactory quality, merchantability, fitness for a particular purpose, or non-infringement.
6.4 Except as otherwise stated in these Terms, the user agrees to indemnify and hold Moodelizer harmless against any and all costs, damages, losses, and/or liability suffered by Moodelizer (including reasonable legal fees and costs incurred in connection therewith) resulting from any breach by the user of these Terms, the Privacy Policy or Your violation of any law or the rights of a third party.
6.5 Moodelizer cannot guarantee the availability of the Service, or the reliability, or accuracy of the information that is presented in the Service. You acknowledge that the performance of the Service is dependent on, including, but not limited to, the user’s available bandwidth and similar technical circumstances at the user’s end. Moodelizer cannot be held accountable for whether the Service is temporarily unavailable, or if any information, or functionality does not work as expected.
6.6 You agree that You are responsible for all data charges You incur using the Service.
7. BREACH OF CONTRACT AND LIABILITY
7.1 Except for cases of intent or gross negligence, Moodelizer is not liable for indirect damages such as, but not restricted to, loss of profit, diminished production, business turnover, inability to fulfil obligations to third parties, any action taken by third party rights holders in connection with their copyrights or other intellectual property rights, or loss of benefit of the Service or loss of data, to the extent permitted by law.
7.2 Moodelizer’s liability for direct damages shall be restricted to direct damage that can be considered as typical and foreseeable, to the extent permitted by law.
8. THIRD PARTY APPLICATIONS
8.1 In order to provide You with a user-friendly Service, we use external services from third parties for e.g. internal communication, analysis of user data and customer support. Please note that any information that You supply to an integrated third party’s website or service will be shared with the owner of that third party. Your information may be subject to the privacy policies, as well as the terms of use, of such third party websites or services.
9. FORCE MAJEURE
9.1 A party is not responsible for any delay or loss due to circumstances that the party has no control of, and which significantly hamper the fulfilment of the obligation in question, or that causes the fulfilment of the obligation not to be economically justifiable.
10. MODIFICATION OF THE TERMS
10.1 Moodelizer has the right to, at any time, change or modify the Service, change these Terms or to stop providing the Service. Moodelizer shall give reasonable notice to the user when changing the Terms. If You do not accept the amended terms, You have the right to terminate the subscription with Moodelizer before the amended terms become effective.
11. MISCELLANEOUS
11.1 Moodelizer has the right to assign and transfer our rights and obligations, in part or in full, under these Terms. Furthermore, Moodelizer has the right to subcontract the performances of our duties.
11.2 If the ownership of Moodelizer’s business changes, Moodelizer may transfer Your information, subscription and user account to another legal entity so that they can continue to provide You with the Service. This new legal entity that will hold Your information, subscription and user account will still have to honor the commitments Moodelizer and You have made in these Terms and in the Privacy Policy.
11.3 These Terms were written in English. To the extent any translated version of these Terms conflicts with the English version, the English version shall prevail.
11.4 No agency, partnership, joint venture, employee-employer, franchiser- franchisee relationship, etc. is intended or created by these Terms.
11.5 These Terms shall be governed by and construed in accordance with Swedish laws, without regard to its conflict of law rules.
11.6 Disputes arising out of or in connection with these Terms, including our Privacy Policy, or Your use of the Service, or breach, termination or invalidity thereof, shall be finally settled by Swedish courts of general jurisdiction, unless otherwise provided by mandatory law.
12. GOVERNING LAW AND DISPUTE RESOLUTION
12.1 This Privacy Policy shall be governed by and construed in accordance with Swedish laws, without regard to its conflict of law rules and excluding the UN Convention of International Sale of Goods. Any dispute, controversy or claim arising out of or in connection with this Privacy Policy or your use of the Service, or the breach, termination or invalidity thereof, shall be finally settled by Swedish courts of general jurisdiction, unless otherwise provided by mandatory law.
13. CONTACT INFORMATION
13.1 If you have any questions, complaints or comments about the Service you may contact us at:
Moodelizer AB
Västmannagatan 73
113 26 Stockholm
Sweden