These Terms of Use govern our users (“User”, “you” or “your”) use of the Harmony Helper, LLC (“Harmony Helper”, “we”, “our” or “us”) products, services and websites, including our website located at www.harmonyhelper.com (collectively, the “Site”), all of our mobile and desktop applications (the “App”), and all related tools, applications, data, software and other services provided by us currently or in the future (collectively, with the Site and the App, the “Services”).
These Terms of Use, together with our Privacy Policy, and our Enterprise License Agreement or User License Agreement, as applicable, and all other terms specifically referred to in any of these documents, constitute a legally binding contract (this “Agreement”) between you and Harmony Helper in relation to your use of the Services.
PLEASE READ THESE TERMS OF USE CAREFULLY. THEY INCLUDE IMPORTANT INFORMATION ABOUT YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS, INCLUDING VARIOUS LIMITATIONS AND EXCLUSIONS, AND PROVISIONS THAT GOVERN THE PROCEDURE, JURISDICTION AND VENUE OF ANY DISPUTES. BY ACCESSING OR USING THE SERVICES, YOU ARE ENTERING INTO A LEGAL CONTRACT WITH US REGARDING YOUR USE OF THE SERVICES. IF YOU OBJECT TO OR DO NOT AGREE WITH ANY OF THE PROVISIONS IN THESE TERMS OF USE, THE PRIVACY POLICY, OR ANY OTHER TERM SET FORTH IN THIS AGREEMENT, YOU MAY NOT ACCESS OR USE ANY OF THE SERVICES.
Modification of Terms of Use
We reserve the right to change, alter, replace or otherwise modify these Terms of Use at any time. It is your responsibility to check our Terms of Use and Privacy Policy from time to time for updates. Although we may attempt to notify you when major changes are made to these Terms of Use, you should periodically check this web page for any changes. Your use of any of the Services constitutes your agreement to our then-current Terms of Use.
Convenience and Information Only
Subject to these Terms of Use, we hereby grant you a non-transferable, non-exclusive, limited license to use and access the Services for your personal, non-commercial use. The Services are provided to you as a convenience and for your information only. By merely providing you access to and use of the Services, we do not warrant or represent that: (i) any statement, documents, images, graphics, logos, designs, audio, video, or any other information provided from or on the Services (collectively, the “Content”) is accurate or complete; (ii) the Content is up-to-date or current; (iii) we have any obligation to update any Content; (iv) the Content is free from technical inaccuracies or programming or typographical errors; (v) the Content is free from changes made by a third party; (vi) your access to the Services will be free from interruptions, errors, computer viruses or other harmful components; and/or (vii) any information obtained in response to questions asked through the Services is accurate or complete.
The Services and all rights therein and relating thereto are and will remain with Harmony Helper. You may view, copy or print a single copy of any page from the Services for personal, non-commercial purposes if you do not remove, modify, or alter any copyright or proprietary rights notices that may be present. Except as otherwise set forth in our Enterprise License Agreement or User License Agreement, as applicable, you may not use any portion of the Services for any commercial purpose. Any special rules for any software, audio files, downloads, and other items accessible through the Services may be included elsewhere in the Services, and may be set forth in the Enterprise License Agreement or User License Agreement, as applicable, and are incorporated into these Terms of Use by reference.
Harmony Helper does not endorse any content posted by any of its Users or any opinion, recommendation, or advice expressed therein, and expressly disclaims any and all liability in connection with any content posted on the Services.
Description of the Services
Description. The Services enable you to (i) make recordings of harmonies to practice (“Recordings”), and (ii) to digitize and customize sheet music into a PDF and/or MusicXML file through a work-for hire engagement with Harmony Helper (the “Digitized Sheet Music”).
In connection with making Recordings, the Services enable you to (i) record audio-only works, depicting or otherwise capturing you singing the lyrics or music of musical works of your choice (including your own compositions); and/or (ii) include in your Recordings sound obtained with permission from others, such as music directors or teachers. In addition to enabling you to create Recordings, the Services may also allow you to (a) save your Recordings locally to your device; and (b) share a Recording or a link to your Recordings to certain members of your Enterprise Group (as defined below).
The Services do, or may in the future, permit the submission of various forms of content submitted by you and other Users, such as materials, statements, reviews, ratings, opinions, personal accounts, documents, images, graphics, logos, designs, videos, text files, audio files, and comments, and the hosting, sharing, downloading, publishing and/or republishing of any of the foregoing.
Harmony Helper may engage third party subcontractors to perform certain of the Services, including, without limitation, producing the Digitized Sheet Music.
Notwithstanding anything herein to the contrary, you are solely responsible for any and all uses of the Recordings and Digitized Sheet Music (whether within or outside the Harmony Helper platform). Harmony Helper is not responsible for ensuring that the use of the Recordings or the Digitized Sheet Music is in compliance with applicable laws, appropriately licensed, and does not infringe upon any third-party intellectual property rights. Harmony Helper makes no representations or warranties regarding the legal use of the Recordings or the Digitized Sheet Music and disclaims any responsibility for ensuring that the content is legally authorized for your intended use.
Private Accounts. Harmony Helper may in the future provide you with functionality to make Recordings and Digitized Sheet Music publicly available on the Services or only available to people you approve using a public profile that you create (“Public Profile”). To the extent Harmony Helper provides this functionality, you should select the preferred privacy setting available within the App. The creation of a Public Profile will require you to opt-in to such use before your Public Profile goes live and is made publicly available.
Mobile Services. All or portions of the Services may be accessible via a mobile phone, tablet or other wireless device (collectively, “Mobile Services”). Your mobile carrier’s normal messaging, data and other rates and fees will apply to your use of the Mobile Services. In addition, downloading, installing or using certain Mobile Services may be prohibited or restricted by your mobile carrier, and not all Mobile Services may work with all carriers or devices. Harmony Helper does not represent or warrant that the Services will be compatible with your mobile device(s). You are responsible for checking with your mobile carrier to determine if the Mobile Services are compatible with your mobile device(s), what restrictions, if any, may be applicable to your use of the Mobile Services, and how much they will cost you. Nevertheless, all uses of the Services and the related Mobile Services must be in accordance with this Agreement.
Harmony Helper Accounts
Accounts. In order to access some features of the Services, you will have to create a Harmony Helper account (“Account”). Each Account is created for a specific User, and you may not use another User’s Account or allow another User to use your Account. Accounts and the usernames and passwords associated therewith are non-transferable, and all Users are obligated to take preventative measure to prohibit unauthorized Users from accessing the Services with his or her username and password. When creating an Account, you must provide true, accurate, current and complete information as we request. You must update the information about yourself promptly, and as necessary, to keep it current and accurate. We reserve the right to disallow, cancel, remove or reassign certain usernames and permalinks in appropriate circumstances, as determined by us in our sole discretion, and we may, with or without prior notice, suspend or terminate your Account if activities occur on your Account which, in our sole discretion, would or might constitute a violation of this Agreement, cause damage to or impair the Services, infringe or violate any third party rights, damage or bring into disrepute the reputation of Harmony Helper, or violate any applicable law, rule or regulation. If messages sent to the email address you provide to us are returned as undeliverable, then we may terminate your Account without notice to you and without any liability or obligation to you or any third party.
Account Security. Harmony Helper will not be liable for any loss or damage to you caused by any unauthorized use of your Account. You are responsible for the security of your Account, including the confidentiality of your username and password, and all activities that occur through the use of your credentials. You will be responsible for all charges incurred up until the time that your Account is cancelled or deactivated, if applicable. You agree to notify Harmony Helper immediately at support@harmonyhelper.com if you suspect or know of any unauthorized use of your log-in credentials or any other breach of security with respect to your Account and to ensure that you exit from your Account at the end of each session. Harmony Helper will not be liable for any loss or damage arising from any unauthorized use of your credentials prior to you notifying Harmony Helper thereof. Accounts and usernames are non-transferable, and all users are obligated to take preventative measures to prohibit unauthorized users from accessing the Services with his or her username and password. HARMONY HELPER DOES NOT GUARANTEE ANY CONFIDENTIALITY WITH RESPECT TO ANY CONTENT POSTED BY YOUR OR ANY OTHER USER. TO PROTECT YOUR PRIVACY AND THE PRIVACY OF OTHERS, YOU AGREE THAT YOU WILL NOT PROVIDE ANY CONTENT ON THE SERVICES THAT CONTAINS PERSONALLY IDENTIFIABLE INFORMATION (SUCH AS NAME, PHONE NUMBER, EMAIL OR MAILING ADDRESS, SOCIAL SECURITY NUMBER, ETC.) BELONGING TO YOU OR ANYONE ELSE. UPLOADING IMAGES, VIDEO RECORDINGS, OR AUDIO RECORDINGS OF OTHER PEOPLE WITHOUT THEIR PERMISSION IS STRICTLY PROHIBITED.
Messages. The Services may provide you the ability to send messages to us or to Users that are part of your Enterprise Group. You represent and warrant you will only send messages through the Services to Users who have given you their express consent to receive such messages, and you will defend and indemnify us against all claims arising out of your sending such messages to any Users.
Use of the Services
Subject to your strict compliance with these Terms of Use, Harmony Helper grants you permission to access and use the Services as set forth in these Terms of Use, provided that:
You agree not to alter or modify any part of the Services.
You agree not to use the Services to sell access to the Services or sell advertising, sponsorships or promotions on or within the Services, including any content shared on the Services.
In your use of the Services, you will comply with all applicable laws, rules and regulations.
Harmony Helper reserves the right to discontinue any aspect of the Services at any time.
You acknowledge that Harmony Helper may from time to time issue updated versions of the App and may automatically electronically update the version of any App that you are using on your mobile device(s). You consent to such automatic updating on your mobile device(s), and agree the terms of this Agreement will govern all updates Harmony Helper provides to you that replace and/or supplement any portion of the Services, unless the update is accompanied by a separate license or revised agreement, in which case the terms of that license or revised agreement will govern.
Use of Content
In addition to the general restrictions above, the following restrictions and conditions apply specifically to your use of the Content, including the musical content, contained in the Services:
Content on the Services, and the trademarks, service marks and logos on the Services, are either in the public domain or are owned by or licensed to Harmony Helper, subject to copyright and other intellectual property rights under the law. You may not remove or obscure any copyright, trademark, digital watermarks, proprietary legends or other proprietary notices from any portion of the Services.
You may access Content for your personal use solely as intended through the provided functionality of the Services and as permitted under these Terms of Use. You will not copy, distribute, broadcast, sell, license or otherwise exploit any Content for any other purpose without the prior written consent of Harmony Helper or the respective licensors of the Content. Harmony Helper and its licensors reserve all rights in the Content that are not expressly granted in this Agreement.
You agree not to circumvent, disable or otherwise interfere with any security-related features of the Services or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Services or the Content therein.
You may not decompile, reverse engineer, jeopardize the correct functioning of the Services, or disassemble the Services, or otherwise attempt to derive the source code of the software (including the tools, processes, methods, and infrastructure) that enables or underlies the Services, except as may be permitted by applicable law.
You may not cause or launch any programs, spiders, robots, or scripts or other automatic or manual devices or processes for the purpose of extracting, scraping, indexing, surveying, or otherwise data mining any portion of the Services, or unduly burdening or hindering the operation and/or functionality of any aspect of the Services.
You understand and acknowledge that you may be exposed to Content that is inaccurate, offensive, indecent or objectionable, and you hereby waive all legal and equitable rights and remedies you have or may have against Harmony Helper with respect thereto, and, to the extent permitted by applicable law, you agree to defend and indemnify Harmony Helper, its owners, operators, affiliates, licensors and licensees to the fullest extent allowed by law regarding all matters related to your use of the Services.
Nothing on the App or relating to the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of Harmony Helper’s, or our subsidiaries’ or affiliates’ trademarks, service marks, or copyrights without our prior written permission. We aggressively enforce our intellectual property rights. Neither the name of Harmony Helper, our subsidiaries or affiliates, nor any of our other trademarks, service marks, or copyrighted materials may be used in any way, including in any advertising, hyperlink, publicity, or promotion materials of any kind, whether relating to the App or the Services or otherwise, without our prior written permission.
You acknowledge and agree that, in addition to the other uses set forth in these Terms of Use, we may preserve any content posted by you on the Services and may disclose such content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to, comply with legal process, enforce these Terms of Use, respond to claims that any content violates the rights of any third parties, or protect the rights, property, or personal safety of Harmony Helper, our Users, and the public. You further acknowledge and agree that each User that has access to content posted by you may have less restrictions on his or her use of such content, and that you submit your content with the understanding that any claim you have with respect to such use by others shall be between you and such other person, and shall not include us.
Objectionable Content
You are not permitted to and you agree not to post any content to the Services that (i) is or could be interpreted to be abusive, bullying, defamatory, harassing, harmful (or present a risk of harm, loss, property damage, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness) to any person or animal, hateful, humiliating to other people (publicly or otherwise), inaccurate, infringing, invasive of privacy or publicity rights, libelous, objectionable, obscene, offensive, pornographic, seeking to exploit children, threatening, unlawful (including through the violation of contractual or fiduciary relationships), violent, vulgar or in violation of any applicable law (including laws related to speech) or promoting bigotry, discrimination, hatred, intolerance, racism or inciting violence (including suicide), as Harmony Helper may determine in its sole and absolute discretion; (ii) impersonates any person or entity, including, but not limited to, an official or an employee of Harmony Helper; (iii) falsely states or otherwise misrepresents your affiliation with any person or entity; (iv) forges headers or otherwise manipulates identifiers in order to disguise the origin of any content transmitted by you through the Services; or (v) constitutes unsolicited or unauthorized advertising, promotional materials, spam, phishing schemes, or any other form of solicitation (collectively, “Objectionable Content”).
The posting of any Objectionable Content may subject you to a third party claim and none of the rights granted to you in this Agreement may be raised as a defense against any third party claim arising from your posting of Objectionable Content.
You agree not to use the Services for any illegal or unlawful purpose, including, without limitation, to stalk any other User or to encourage any User to harm themselves or any other person. If you encounter any Objectionable Content on the Services, then please immediately email us at support@harmonyhelper.com or inform us through the functionality offered on the Services. You acknowledge and agree that Harmony Helper provides you with the ability to report Objectionable Content as a courtesy, and Harmony Helper has no obligation to remove or take any other action with respect to any Objectionable Content on the Services that you report to us. However, Harmony Helper in its sole discretion may take any actions it deems necessary and/or appropriate against any User who posts Objectionable Content on the Services, including, but not limited to, warning the User, suspending or terminating the User’s Account, removing all of the User Content (as defined below) posted on the Services and/or reporting the User to law enforcement authorities, either directly or indirectly.
Liability for User Content / License to Harmony Helper
We may now or in the future allow you, as a Harmony Helper Account holder, to submit content to the Services, including statements, reviews, ratings, opinions, photos, video, text, graphics, music, sounds, questions, suggestions, messages, comments, feedback, ideas, notes, drawings, articles, stories about you, or any other content of any kind whatsoever (collectively, “User Content”). You understand that Harmony Helper does not guarantee any confidentiality with respect to any User Content you submit. By posting User Content to or through the Services, you waive all rights to prior inspection or approval of any marketing or promotional materials related to such content. You also waive all rights of privacy, publicity and all other rights of a similar nature in connection with your User Content, or any portion thereof. To the extent any so-called “moral rights” are not transferable or assignable, you hereby waive and agree never to assert any moral rights, or to support, maintain or permit any action based on any moral rights that you may have in or with respect to any User Content you post to or through the Services.
You are solely responsible for all of your User Content and the consequences of submitting your User Content on the Services. You represent and warrant that you own or have all necessary licenses, rights, consents and permissions to use and publish all User Content you submit; and you hereby license to Harmony Helper all patent, trademark, trade secret, copyright and other proprietary rights in and to such User Content for publication on the Services.
You retain all of your ownership rights in your User Content. However, by submitting User Content to Harmony Helper, you grant to Harmony Helper a worldwide, non-exclusive, royalty-free, sub-licensable, perpetual and transferable license to use, reproduce, monetize, distribute, modify, prepare derivative works of, display and perform your User Content in connection with the Services and Harmony Helper’s business, including, without limitation, for promoting and redistributing part or all of the Services (and derivative works thereof) in any media formats and through any media channels. You acknowledge and agree that all feedback, comments, and suggestions, including suggestions for improvements, enhancements, alterations, changes or revisions, or otherwise regarding the Services of the App that you provide to Harmony Helper are assigned to Harmony Helper, and you have no further rights therein or thereto. You further acknowledge and agree that you shall keep confidential and not use or disclose to any third party any information of Harmony Helper, whether related to the Services, the App, or otherwise, that you are provided or possess.
The Harmony Helper App may now or in the future allow you to interact with other Users who have an Account and are members of your school theater arts program, choir group, performance troupe, or other organization that has registered with us and entered into an Enterprise License Agreement (the “Enterprise Group”). As such, User Content you submit may be accessed, downloaded or used by other Users in your Enterprise Group.
You are free to remove your User Content at any time. You understand and agree, however, that Harmony Helper may retain, but not display, distribute or perform, server copies of your User Content that has been removed or deleted by you. Further, you understand and agree that any User Content you have submitted, which has been previously downloaded by any other User will remain within the control of such User, and Harmony Helper will not have any liability or obligation with respect thereto.
You agree and warrant that User Content that you submit to the Services will not contain any third party copyrighted material or material that is subject to any other third party proprietary rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant Harmony Helper all of the rights granted in this Agreement with respect to such material. You agree and warrant that you have all rights and licenses required to use to the underlying music, sounds, sheet music or other source material you are using in connection with your Recordings, Digitized Sheet Music and User Content.
If you choose to share Recordings with members of your Enterprise Group, you must have all necessary rights to the User Content you post and to the underlying music, sounds, sheet music or other source material you are using in connection with your Recordings. In particular, you agree to abide by the additional terms related to such use that is set forth in our Enterprise License Agreement or User License Agreement, as applicable. You must not post any Recording or Digitized Sheet Music to the Services if you are not the copyright owner of or are not fully authorized to grant rights in all of the elements of the Recording you intend to post to the Services. In addition, if you only own the rights in and to a sound recording, but not to the underlying musical works embodied in such sound recordings, then you must not post such sound recording to the Services unless you have all necessary rights, authorizations and permissions with respect to such embedded musical works that grant you sufficient rights to grant the licenses to Harmony Helper under this Agreement.
You represent and warrant that: (i) you own or control all User Content posted by you on or through the Services or otherwise have the right to grant the license to Harmony Helper set forth in this Agreement; (ii) the posting and use of your User Content on or through the Services does not violate the privacy rights, publicity rights, copyrights, contract rights, intellectual property rights or any other rights of any person or entity, including, but not limited to, the rights of any person visible in any of your User Content; (iii) the posting of your User Content on the Services will not require us to obtain any further licenses from or pay any royalties, fees, compensation or other amounts, or provide any attribution, to any third party; and (iv) the posting of your User Content on the Services will not result in a breach of contract between you and a third party. You agree to pay all monies owing to any person or entity as a result of posting your User Content on the Services.
Harmony Helper expressly disclaims any and all liability in connection with your User Content. You acknowledge and agree that Harmony Helper cannot and does not review all User Content created or uploaded by its Users, and neither Harmony Helper nor its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers or shareholders has any obligation or liability, and does not undertake or assume any duty, to monitor the Services for User Content that is inappropriate, that does or might infringe any third party rights, or has otherwise been uploaded in breach of these Terms of Use or applicable law.
Account Termination Policy
Harmony Helper may terminate a User’s access to the Services if, under appropriate circumstances, the User is determined to have breached these Terms of Use. Harmony Helper reserves the right to decide whether any User Content violates these Terms of Use for reasons other than copyright infringement, such as, but not limited to, pornography, obscenity or excessive length. Harmony Helper may at any time, without prior notice and in its sole discretion, remove such User Content and/or terminate a User’s account for submitting such material in violation of these Terms of Use.
Respect of Third Party Rights
Harmony Helper respects the intellectual property of others and takes the protection of intellectual property very seriously, and we ask our Users to do the same. Infringing activity will not be tolerated on or through the Services. The main purpose of Harmony Helper is to help Users improve their harmonies by practicing with the music they choose. To protect the rights of copyright holders, it is Harmony Helper’s policy to respond to written notices of alleged infringement that comply with the Digital Millennium Copyright Act (“DMCA”). Under the DMCA, a copyright owner may file a takedown notice with an online service provider of an alleged copyright infringement. During this process, the service provider responds by taking down the alleged infringing content, and takes reasonable steps to contact the owner of the removed content so that a counter-notification may be filed, if appropriate. If a valid counter-notification is filed, we typically will restore the content in question, unless we receive notice from the notification provider that a legal action has been filed seeking a court order to restrain the alleged infringer from engaging in the infringing activity. We may provide copies of such notices to the affected parties or to any other third parties, at our discretion and as required by law. Our Privacy Policy does not apply to any information contained in these notices.
Procedure for Reporting Claimed Infringement
If you believe that any content made available on or through the Services has been used or exploited in a manner that infringes an intellectual property right you own or control, promptly send a “Notification of Claimed Infringement” containing the following information to the Copyright Agent identified below. Your communication must include substantially the following:
A physical or electronic signature of a person authorized to act on behalf of the owner of the work(s) that has/have been allegedly infringed;
Identification of the works or material claimed to have been infringed, or, if multiple works are covered by a single notification, a representative list of such works;
Identification of the specific material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient for Harmony Helper to locate the material;
Information reasonably sufficient to permit Harmony Helper to contact you, such as an address, telephone number, and, if available, an email address at which the complaining party may be contacted;
A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
You should consult with your lawyer and/or see 17 U.S.C. § 512 of the DMCA to confirm your obligations to provide a valid notice of claimed infringement.
Please send the notification by email or by postal mail to:
Harmony Helper, LLC
Attention: Copyright Agent
309 Fellowship Road Suite 200 PMB 659.
Mt. Laurel, NJ 08054
Email: support@harmonyhelper.com
Counter-Notification
If you receive a notification from Harmony Helper that material made available by you on or through the Services has been the subject of a Notification of Claimed Infringement, You will have the right to provide Harmony Helper with what is called a “Counter Notification.” To be effective, a Counter Notification must be in writing, provided to Harmony Helper’s Copyright Agent to the same email or postal address identified above for reporting copyright infringement. Your Counter Notification must include substantially the following information:
Your physical or electronic signature or of a person authorized to act on your behalf;
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 mistake or misidentification of the material to be removed or disabled;
Your name, address and telephone number; and
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 of the United States, for any judicial district in which Harmony Helper may be found, and that you will accept service of process from the person who provided a notice in compliance with Harmony Helper’s Procedure for Reporting Claimed Infringement as described above.
We will promptly provide the party that provided the Notification of Claimed Infringement with a copy of the Counter Notification, and inform the complaining party that we intend to restore the removed or disabled content within ten (10) business days. If we do not receive notice that a lawsuit has been filed within ten (10) business days after we provide notice of the Counter Notification, we will restore the removed or disabled content. Until that time, your content will remain removed or disabled.
If you are submitting a Counter Notification, you should consult a lawyer or see 17 U.S.C. § 512 of the DMCA to confirm your obligations to provide a valid counter notification under the DMCA.
Before filing any notice, you must make a careful determination as to whether or not the use of the material at issue is or may be protected by the “fair use” doctrine. You could potentially be held liable for costs and attorneys’ fees should you file a takedown notice where there is no infringing use. Harmony Helper reserves the right to seek damages from any party that submits a Notification of Claimed Infringement or Counter Notification in violation of the law.
Repeat Infringer Policy
Harmony Helper’s policy is to remove any User Content posted to the Services by “repeat infringers.” Harmony Helper considers a “repeat infringer” to be any User that has uploaded User Content to the Services and for whom Harmony Helper has received more than two takedown notices complaints with respect to such User Content. Harmony Helper has discretion to terminate the Account of any User of the Services after receipt of a single notification of claimed infringement, or in our sole discretion.
Warranty Disclaimer
THE SERVICES, INCLUDING, WITHOUT LIMITATION, THE APP AND ALL CONTENT, USER CONTENT AND SERVICES ACCESSED THROUGH OR VIA THE APP OR OTHERWISE, ARE PROVIDED “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS”.
YOU AGREE THAT YOUR USE OF THE SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, HARMONY HELPER, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND YOUR USE THEREOF. HARMONY HELPER DOES NOT ASSUME ANY LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT OR USER CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF HARMONY HELPER’S SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR USER CONTENT, OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT OR USER CONTENT MADE AVAILABLE VIA THE SERVICES. HARMONY HELPER DOES NOT ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND HARMONY HELPER WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD PARTY PROVIDER OF ANY PRODUCTS OR SERVICES.
Limitation of Liability
IN NO EVENT WILL HARMONY HELPER, ITS OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT OR USER CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF HARMONY HELPER’S SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR USER CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT OR USER CONTENT MADE AVAILABLE VIA THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
YOU ACKNOWLEDGE THAT HARMONY HELPER WILL NOT BE LIABLE FOR THE CONTENT OR DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH CASES, YOU ACKNOWLEDGE AND AGREE THAT SUCH LIMITATIONS AND EXCLUSIONS REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND HARMONY HELPER AND ARE FUNDAMENTAL ELEMENTS OF THE BARGAIN BETWEEN YOU AND HARMONY HELPER, AND THAT HARMONY HELPER’S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. THESE TERMS OF USE GIVE YOU SPECIFIC LEGAL RIGHTS. YOU MAY ALSO HAVE OTHER RIGHTS THAT MAY VARY FROM ONE STATE OR JURISDICTION TO ANOTHER.
Third Party Content and Third Party Applications
We may provide hyperlinks to other websites maintained by third parties, or we may provide third party content on the Site or other Services by framing or other methods (collectively, “Third Party Content”). In addition, the Services may include certain applications, features, programs and services provided by third parties, including tools, materials, computer programs, architecture, design specifications, or software (including any object code, source code, tool, utility or template) (collectively, “Third Party Applications”). The Third Party Applications may include certain open source security management tools, utilities and other software. Such open source software is free software that may be distributed or modified under the terms of their relevant license. Harmony Helper hereby disclaims all copyright interest in such open source components. Any fees paid by you to Harmony Helper are for Harmony Helper’s proprietary content and software only, and not for any open source components of the software.
We do not monitor Third Party Content or Third Party Applications and can make no guarantee as to the accuracy or completeness of such Third Party Content or Third Party Applications. The links to third party websites, any Third Party Content, and any Third Party Applications are provided for your convenience and information only. The content on any linked website or in any Third Party Application is not under our control and we are not responsible for the content of linked websites and/or Third Party Applications, including any further links contained in a third party website. We make no representation or warranty in connection with any Third Party Content or Third Party Application, which at all times and in each instance is provided “as is.” If you decide to access any of the third party websites linked to the Services, any Third Party Content, and/or any Third Party Application, you do so entirely at your own risk.
Local Laws
The Services are controlled and offered by Harmony Helper from its facilities in the United States of America. Harmony Helper makes no representations that the Services are appropriate or available for use in other locations that are outside the United States. Access to the Services from jurisdictions where such access is illegal is prohibited. Those who access or use the Services from other jurisdictions do so of their own volition and are responsible for compliance with all applicable local laws, rules and regulations.
Export Restrictions
Any software and all underlying information and technology downloaded or viewed from any of the Services (collectively, the “Software or Technical Data”) by you may be subject to United States export controls, including the Export Administration Act and the Export Administration Regulations, and may be subject to export or import regulations in other countries. You are solely responsible for complying with all trade regulations and laws, both foreign and domestic, in your use and viewing of the Services, including, but not limited to, the Software or Technical Data. Except as authorized by law, you agree and warrant not to export or re-export the Software or Technical Data to any county, or to any person, entity, or end-user subject to United States export controls, including, but not limited to, persons or entities listed on the U.S. Department of Commerce Bureau of Export Administration’s Denied Parties List and the U.S. Department of Treasury’s Specially Designated Nationals. You further represent and warrant that no United States federal agency has suspended, revoked, or denied your export privileges.
Indemnification
To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless Harmony Helper, its officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs and expenses (including attorneys’ fees) arising out of or resulting from: (i) your use of and access to the Services; (ii) your violation of any term of these Terms of Use; (iii) your violation of any third party right, including, without limitation, any copyright, property or privacy right, or your violation of applicable law (including, but not limited to, with respect to the Recordings, the Digitized Sheet Music, and the User Content); (iv) any claim that your User Content caused damage to or violated the rights of a third party; or (v) any activity related to your Account, whether by you or by any other person accessing your Account with or without your consent. This defense and indemnification obligation will survive these Terms of Use and your use of the Services.
Assignment
Neither these Terms of Use nor any right or license granted hereunder may be transferred or assigned by you without our prior written consent, but may be assigned by Harmony Helper without restriction.
General
These Terms of Use, together with the Privacy Policy, and our Enterprise License Agreement or User License Agreement, as applicable, constitute the entire agreement between you and Harmony Helper with respect to your use of the Services, and supersede any prior agreement between you and Harmony Helper. Any modifications to this Agreement must be made in writing.
You agree that: (i) the Services will be deemed solely based in New Jersey; and (ii) the Services do not give rise to personal jurisdiction over Harmony Helper, either specific or general, in jurisdictions other than New Jersey. These Terms of Use will be governed by the laws of the State of New Jersey, without respect to its conflict of laws principles. Any claim or dispute between you and Harmony Helper that arises in whole or in part from the Services will be decided exclusively by a court of competent jurisdiction located in New Jersey. If any provision of these Terms of Use is deemed invalid by a court of competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of these Terms of Use, which will remain in full force and effect.
No waiver of any provision of these Terms of Use will be deemed a further or continuing waiver of such provision or any other provision, and any failure by Harmony Helper to assert any right or provision under these Terms of Use will not constitute a waiver of such right or provision. Harmony Helper reserves the right to amend these Terms of Use at any time without notice. It is your responsibility to review these Terms of Use for any changes. Your use of the Services following any amendment of these Terms of Use will signify your assent to and acceptance of its revised terms.
YOU AND HARMONY HELPER AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST COMMENCE WITHIN ONE YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED. YOU UNDERSTAND AND AGREE THAT BY ENTERING INTO THESE TERMS, YOU ARE WAIVING THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
The foregoing provisions of this section do not apply to any claim in which Harmony Helper seeks equitable relief of any kind. You acknowledge that your conduct that is inconsistent with these Terms of Use may cause us irreparable damage for which remedies other than monetary relief may be inadequate. In such instances, you agree that we may seek injunctive or other equitable relief to restrain such conduct without the necessity of proving actual harm or posting a bond. You further acknowledge that, in the event of a breach of this Agreement by Harmony Helper or any third party, the damage or harm, if any, caused to you will not entitle you to seek injunctive or other equitable relief against Harmony Helper, including with respect to your User Content, and your only remedy shall be for monetary damages, subject to the limitations of liability set forth in these Terms of Use.
These Terms of Use are not intended to give rights to anyone except you and Harmony Helper (and Apple, to the extent set forth below). This does not affect Harmony Helper’s right to transfer our rights or obligations to a third party as described above.
Customer Comments
By submitting comments, information or feedback to us through email and/or Services, you agree that the information submitted will be subject to our Privacy Policy. We may use comments, information or feedback that you may submit to us (collectively, “Feedback”) in any manner that we may choose, including, but not limited to, the incorporation of suggested changes into our services and products, without notice or compensation to you. You hereby grant Harmony Helper a perpetual, irrevocable, royalty-free, worldwide, non-exclusive, sublicensable and assignable license and all rights to use the Feedback for any purpose we may choose.
Billing
You may purchase a subscription through the Apple iTunes Store, the Google Play Store, or on our Site. All sales are final, and we will not provide a refund. If you make your purchase through the Apple iTunes Store or the Google Play Store, your purchase will be subject to Apple’s or Google’s payment policy, as applicable, which also may not provide for refunds.
Payment for our products and services will be made by credit card, or some other prearranged or acceptable payment method, such as via a PayPal or Google Checkout account, unless credit terms have been agreed to between you and Harmony Helper. You agree to pay all charges incurred in connection with your purchase (including any applicable taxes) at the rates in effect when purchasing a subscription, and as we may update from time to time, in our sole discretion.
To ensure uninterrupted service, all Harmony Helper subscriptions are renewed automatically by using the credit card on file for your Account. Annual subscriptions are billed in one payment at the time of purchase and automatically renew at the end of the initial term at the rate secured at the time of purchase.
You may cancel automatic renewal by selecting Manage App Subscriptions in your Account settings and selecting the subscriptions you want to modify. If you cancel a subscription, your subscription will terminate at the end of your current subscription period. If you cancel a subscription, there is no guarantee that your User Content will be saved.
You understand and acknowledge that Harmony Helper may adjust the pricing for its products and services in the future and that you will be charged such adjusted fees on a going forward-basis after notice to you from us, Apple or Google, as applicable.
Your use of the Services may be subject to additional fees and payment requirement as further set forth in our Enterprise License Agreement or User License Agreement, as applicable.
Notice Regarding Apple
You acknowledge that this Agreement is between you and Harmony Helper only, not with Apple, and Apple is not responsible for the App or the content thereof. Apple does not have any obligation whatsoever to furnish any maintenance and support services with respect to the App. In the event of any failure of the App to conform to any applicable warranty, you may notify Apple and Apple will refund the purchase price for the relevant App to you; and, to the maximum extent permitted by applicable law, Apple has no other warranty obligation whatsoever with respect to the App. Apple is not responsible for addressing any claims by you or any third party relating to the App or your possession and/or use of the App, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
Apple is not responsible for the investigation, defense, settlement and discharge of any third party claim that the App or your possession and use of the App infringe that third party’s intellectual property rights. You agree to comply with any applicable third party terms, when using the App. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement. By agreeing to these terms relating to Apple, you acknowledge and agree that you are only using the App on an Apple device that you own or control, and you are using it as permitted by the Usage Rules set forth in the Apple Media Services Terms and Conditions. You hereby represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
Disclosures
By accessing and using the Services, you consent to and agree to be bound by these Terms of Use. By using the Services, you consent to receive electronic communications from us unless you follow applicable opt out procedures. We will communicate with you by email or by posting notices on our Services. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communication be in writing. The Services are offered by Harmony Helper, LLC, a limited liability company organized under the laws of the State of New Jersey, with its main place of business at 309 Fellowship Road Suite 200 PMB 659, Mt. Laurel, NJ 08054 USA. You may contact us by sending correspondence to the foregoing address or by emailing us at support@harmonyhelper.com. If you are a resident of the State of California, you may have these Terms of Use mailed to you electronically by sending a letter to the foregoing address with your electronic mail address and a request for these Terms of Use.
Copyright © 2024. Harmony Helper, LLC. All Rights Reserved.
Effective as of: September 19, 2017
Last updated: November 24, 2024