Last updated July 07, 2022This terms and conditions of service is for the service provided by Music Lingo (Music Lingo,” “us,” or “we”). Access and use of the Service is subject to the following 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. Music Lingo may amend, update, or change these Terms and Conditions. If we do this, we will email a notice that we have made changes to these Terms and Conditions and will indicate at the bottom of these Terms and Conditions the date of the modifications. If you do not agree to abide by these Terms and Conditions, you are not authorized to use, access, or participate in the Service.TABLE OF CONTENTS 1. DESCRIPTION OF WEBSITE AND SERVICE 2. REGISTRATION; CONTENT SUBMMISSION3. INAPPROPRIATE USE4. IDEMNIFICATION OF MUSIC LINGO5. PURCHASES6. PAYMENT PROCESSORS7. REFUND POLICY8. THIRD-PARTY LINKS, SITES, AND SERVICES9. NO REPRESENTATIONS OR WARRANTIES10. LIMITATION ON DAMAGES AND LIABILITY11. TERMINATION12. PROPRIETARY RIGHTS IN SERVICE CONTENT AND ACTIVITY MATERIALS13. PRIVACY14. NOTICE FOR CLAIMS OF COPYRIGHT VIOLATIONS AND AGENT FOR NOTICE15. GOVERNING LAWS AND ARBITRATION, NO CLASS ACTION16. LANGUAGE 17. CALIFORNIA RESIDENT 18. MISCELLANEOUS19. YOUTUBE TERMS1. DESCRIPTION OF WEBSITE AND SERVICE The Service allows users to access and use a variety of educational services, including learning or practicing a language using words and phrases from music lyrics. Users may collect their favorite songs and radio stations and discover new music as well. Music Lingo may, in its sole discretion and at any time, update, change, suspend, make improvemtns to or discontinue any aspect of the Service, temporarily or permanently.2. REGISTRATION; CONTENT SUBMMISSION In connection with registering for and using the Service, you agree to provide accurate, current and complete information about you and/or your organization as requested by Music Lingo; to maintain the confidentiality of your password and other information related to the security of your account; to maintain and promptly update any registration information you provide to Music Lingo, to keep such information accurate, current and complete; and to be fully responsible for all use of your account and for any actions that take place through your account.As a condition of submitting any ratings, reviews, information, data, text, photographs, audio clips, audiovisual works, translations, flashcards or other materials on the Services (“Content”), you hereby grant to Music Lingo a royalty free, perpetual, irrevocable, worldwide, nonexclusive, transferable, and sublicensable license to use, reproduce, copy, adapt, modify, merge, distribute, publicly display, create derivative works from, incorporate such Content into other works; sublicense through multiple tiers the Content, and acknowledge that this license cannot be terminated by you once your Content is submitted to the Services. You represent that you own or have secured all legal rights necessary for the Content submitted by you to be used by you, Music Lingo, and others as described and otherwise contemplated in these Terms and Conditions. You understand that other users will have access to the Content and that neither they or Music Lingo have any obligation to you or anyone else to maintain the confidentiality of the Content.3. INAPPROPRIATE USE You will not upload, display or otherwise provide on or through the Service any content that: 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 in Music Lingo's sole judgment, is objectionable or which restricts or inhibits any other person from using the Service or which may expose Music Lingo or its users to any harm or liability of any kind.4. IDEMNIFICATION OF MUSIC LINGO You agree to defend, indemnify and hold harmless Music Lingo 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, lyrics, or videos we provide to you is inaccurate, inappropriate or defective in any way whatsoever.5. PURCHASESIf you purchase an auto-renewing periodic subscription through the Service, your Music Lingo account will be billed continuously for the subscription until you terminate it as set forth below. After your initial subscription period, and again after any subsequent subscription period, your subscription will automatically renew for an additional equivalent period. If you do not wish your subscription to renew automatically, or if you want to change or terminate your subscription, you will need to log in to your Music Lingo account and visit the settings page to terminate or change your subscription.6. PAYMENT PROCESSORSAll financial transactions made in connection with the Service will be processed by a third party in accordance with their respective terms of use, privacy policy, and/or any applicable payment terms and conditions. We encourage you to learn about the practices of such third party. In no event will Music Lingo be responsible for the actions or inactions of any third party payment processor, including, but not limited to, system downtime or payment service outages.7. REFUND POLICY In the event that Music Lingo suspends or terminates your use of the Service or these Terms and Conditions or you close your account voluntarily, you understand and agree that you will receive no refund or exchange of any kind.8. THIRD-PARTY LINKS, SITES, AND SERVICESThe Service may contain links to third-party websites, advertisers, services, special offers, or other events or activities that are not owned or controlled by Music Lingo. We do not endorse or assume any responsibility for any such third-party sites, information, materials, products, or services. If you access any third party website, service, or content from Music Lingo, you understand that these Terms and Conditions and our Privacy Policy do not apply to your use of such sites. You expressly acknowledge and agree that Music Lingo shall not be responsible or liable, directly or indirectly, for any damage or loss arising from your use of any third-party website, service, or content.The Service may include advertisements, which may be targeted to the Content or information on the Service, or other information. The types and extent of advertising by Music Lingo on the Service are subject to change. In consideration for Music Lingo granting you access to and use of the Service, you agree that Music Lingo and its third party providers and partners may place such advertising in connection with the display of content or information submitted by you or others.9. 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 Music Lingo are provided on an 'as is' basis. Music Lingo and its suppliers make no represntations 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 expressely disclaimed. Without limiting the generality of foregoing, Music Lingo does not make any representation or warranty of any kind relating to accuracy, service availability, completeness, informational content, error-free operation, results to be opbtained 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.10. LIMITATION ON DAMAGES AND LIABILITYIn no event will Music Lingo 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 thrd parties for any damage to computers, software, modems, telephones or other property, even if Music Lingo has been advised of the possibility of such damages. Music Lingo's liability to you or any third party cliaming 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 Music Lingo 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.11. TERMINATION Music 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 Music Lingo account at any time by emailing us at contact@music-lingo.com. The provisions of these Terms and Conditions relating to the protection and enforcement of Music Lingo'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 survice any such termination.12. PROPRIETARY RIGHTS IN SERVICE CONTENT AND ACTIVITY MATERIALSAll content available through the Service, including designs, text, graphics, images, information, software, audio and other files, and their selection and arrangement (the "Service Content"), are the proprietary property of Music Lingo or its licensors. No Service Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, scraped, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, other than as expressly permitted in these Terms and Conditions. You may not use any data mining, robots, scraping or similar data gathering or extraction methods to obtain Service Content. As between you and Music Lingo, all data, information and materials generated from your access and use of the educational activities made available on or through the Service, including translated content generated by you (collectively, the “Activity Materials”), shall be exclusively owned by Music Lingo, and you shall not have any right to use such Activity Materials except as expressly authorized by these Terms and Conditions. Activity Materials will not include Translation Materials. By using the Service, you hereby assign to Music Lingo any and all rights, title and interest, including any intellectual property rights or proprietary rights, in the Activity Materials. All rights of Music Lingo or its licensors that are not expressly granted in these Terms and Conditions are reserved to Music Lingo and its licensors.13. PRIVACYUse of the Service is also governed by our Privacy Policy, a copy of which is located at www.music-lingo.com/privacy. By using the Service, you consent to the terms of the Privacy Policy.14. NOTICE FOR CLAIMS OF COPYRIGHT VIOLATIONS AND AGENT FOR NOTICEf you are a copyright owner and have a good faith belief that any material available through the Service infringes upon your copyrights, you may submit a copyright infringement notification to Music Lingo pursuant to the Digital Millennium Copyright Act by providing us with the following information in writing: an electronic or physical signature of the copyright owner or the person authorized to act on behalf of the owner of the copyright interest; a description of the copyrighted work that you claim has been infringed; a description of where the material that you claim is infringing is located on the Service, with enough detail that we may find it on the Service; your address, telephone number, and email address; a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner's behalf. Music Lingo's Agent for Notice of claims of copyright infringement can be reached by email at contact@music-lingo.com15. GOVERNING LAWS AND ARBITRATION, NO CLASS ACTIONThese Terms and Conditions, its subject matter and Music Lingo's and your respective rights under these Terms and Conditions, as well as and any claim, cause of action or dispute (“claim”) arising out of or related to these Terms and Conditions, shall be governed by and construed under the laws of the Commonwealth of Pennsylvania, United States of America, excluding the conflict of law provisions of that or any other jurisdiction, regardless of your country of origin or where you access the Service. Any dispute or claim relating in any way to these terms and conditions or the service will be resolved by binding arbitration, rather than in court, except for Music Lingo's right to seek injunctive relief as set forth below. 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.If you do not want to arbitrate disputes with Music Lingo and you are an individual, you may opt out of this arbitration agreement by sending an email to contact@music-lingo.com within 30 days of the day you first access or use the Service.If you intend to seek arbitration you must first send written notice to Music Lingo's Administration Office of your intent to arbitrate (“Notice”). The Notice to Music Lingo should be sent by any of the following means: electronic mail to contact@music-lingo.com. The Notice must (x) describe the nature and basis of the claim or dispute; and (y) set forth the specific relief sought; and (z) set forth your name, address and contact information. If we intend to seek arbitration against you, we will send any notice of dispute to you at the contact information we have for you.The arbitration will be conducted before a neutral single arbitrator in the County of Allegheny in the Commonwealth of Pennsylvania, whose decision will be final and binding, and the arbitral proceedings will be governed by JAMS under its Comprehensive Arbitration Rules and Procedures (the “JAMS Rules”) as modified by these Terms and Conditions. The JAMS Rules are available at www.jamsadr.com. All issues are for the arbitrator to decide, including the scope of this arbitration clause, but the arbitrator is bound by the terms of these Terms and Conditions. If you initiate arbitration, your arbitration fees will be limited to the filing fee set forth in the JAMS Rules. We will reimburse all other JAMS filing, administration and arbitrator fees paid by you, unless the arbitrator determines that the arbitration was frivolous or brought for an improper purpose, in which case the payment of all such fees shall be governed by the JAMS Rules. The arbitration will be conducted in the English language. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. For any claim where the potential award is reasonably likely to be $10,000 or less, either you or Music Lingo may elect to have the dispute resolved through non-appearance-based arbitration.To the fullest extent permitted by applicable law, you and Music Lingo each agree that any dispute resolution proceedng will be conducted on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration, you and Music Lingo each waive any right to a jury trial. If a court of competent jurisdiction finds the foregoing arbitration provisions invalid or inapplicable, you and Music Lingo agree that all claims arising out of or related to these Terms and Conditions must be resolved exclusively by a state or federal court located in the County of Allegheny in the Commonwealth of Pennsylvania, and you and Music Lingo each agree to submit to the exercise of personal jurisdiction of such courts for the purpose of litigating all such claims. Notwithstanding the above, you agree that Music Lingo shall still be allowed to apply for and obtain injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.16. LANGUAGE 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.17. California Resident If you are a California resident, in accordance with Cal. Civ. Code § 1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone at (800) 952-5210.18. MISCELLANEOUS These Terms and Conditions constitute the entire agreement between Music Lingo 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 Music Lingo 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. Music Lingo 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 Music Lingo and you, and Music Lingo's and your respective successors and permitted assigns.19. YOUTUBE TERMSBy using our Service, you are agreeing to the YouTube's terms and service which can be found at https://www.youtube.com/t/terms.