Soundreef Terms and Conditions of Use

Effective as from 6 June 2013

Hello, and welcome to our Terms and Conditions of Use. This is important and affects your legal rights, so please read them and our Privacy Policy carefully.

1. Introductions

Thanks for choosing Soundreef(“Soundreef”, “we”, “us”, “our”). By using the Soundreef service, websites, or software applications (together, the “Soundreef Service” or “Service”), including by purchasing or receiving Code or Limited Offer you are entering into a binding contract with Soundreef governed by the laws of England and Wales. Any dispute related to its interpretation and execution shall be subject to the exclusive jurisdiction of the High Court in London.  Your agreement with us includes these Terms and Conditions of Use (“Terms”) and our Privacy Policy(together, the “Agreements”). If you don’t agree with these Terms, then please don’t use the Service.

In order to use the Soundreef Service, you need to (a) be 18 or older, or be 13 or older and have your parent or guardian’s consent to these Terms, (b) have the power to enter a binding contract with us and are not barred from doing so under any applicable laws. You also warrant that any registration information that you submit to Soundreef is true, accurate and complete, and you agree to keep it that way at all times.

2. Changes to the Agreements

Occasionally we may, in our discretion, make changes to the Soundreef Service and Agreements. When we make changes to the Agreements that we consider material, we’ll notify you through the Service. By continuing to use the Service after those changes are made, you are expressing and acknowledging your acceptance of the changes.

3. Enjoying Soundreef

Here’s some information about all the ways you can enjoy Soundreef.

3.1 Subscriptions

Soundreef account holders may access the Soundreef Service by any of our several Subscriptions:

Webradio Service: a subscription fee-based service;

3.2 Codes and other Limited Offers

If you have purchased a code sold by or on behalf of Soundreef for access to the Webradio Services for the time period indicated on your email, card or paper receipt (“Code”), or if you are accessing the service through some other limited offer which you received or purchased from Soundreef (“Limited Offer”), these Agreements apply to your access to the Service. Any separate sets of terms and conditions presented to you along with the Code or other Limited Offer also apply to your access to the Service using the Code or Limited Offer.

Subject to any rights you may have under Section 12, Codes are only redeemable in the country where you purchased such Code, not redeemable for cash and may not be returned for a cash refund, exchanged, resold or used to purchase other Codes.

3.3 Trials

From time to time, we may offer trials of the Webradio Service for a specified period without payment (a “Trial”). Soundreef reserves the right, in its absolute discretion, to determine your eligibility for a Trial, and to withdraw or to modify a Trial at any time without prior notice and with no liability.

For some Trials, we’ll require you to provide your payment details to start the Trial. At the end of such Trials, we may automatically start to charge you for the Webradio Service on the first day following the end of the Trial, on a recurring monthly basis. By providing your payment details in conjunction with the Trial, you agree to this charge. If you do not want this charge, you must stop using your Webradio Service before the end of the Trial.

4. Licence and assignment

The Soundreef Service and the content provided through it are the property of Soundreef or Soundreef's licensors, and we grant you a limited, non-exclusive, revocable licence to make commercial use of the Soundreef Service and to receive the media content made available through the Soundreef Service in your Local Country, based on the Subscription or Trial you have selected (the “Licence”). This Licence shall remain in effect for a period of 20 years unless terminated by you or Soundreef.

The Soundreef software applications are licensed, not sold, to you, and Soundreef retains ownership of all copies of the Soundreef software applications even after installation on your Devices. Soundreef may assign these Agreements or any part of them without restrictions. You may not assign these Agreements or any part of them, nor transfer or sub-licence your rights under this Licence, to any third party.

All Soundreef trademarks, service marks, trade names, logos, domain names, and any other features of the Soundreef brand are the sole property of Soundreef. This Licence does not grant you any rights to use the Soundreef trademarks, service marks, trade names, logos, domain names, or any other features of the Soundreef brand, whether for commercial or non-commercial use.

You agree to abide by our User Guidelines and not to use the Soundreef Service (including but not limited to its content) in any manner not expressly permitted by the Terms.

Third party software libraries included in the Soundreef Service are licensed to you either under these Terms, or under the relevant third party software library’s licence terms as published in the help or settings section of our desktop and mobile client and on our website.

5. Third Party Applications

The Soundreef Service provides a platform for third party applications, websites and services to make available products and services to you (“Third Party Applications”), and your use of these Third Party Applications is subject to their terms of use. You understand and agree that Soundreef is not responsible or liable for the behavior, features, or content of any Third Party Application.

6. Consideration

In consideration for the rights granted to you under these Terms, you grant us the right (a) to allow the Soundreef Service to use the processor, bandwidth and storage hardware on your Device in order to facilitate the operation of the Service, (b) to provide advertising and other information to you, if you subscribe to the Webradio Service, and (c) to allow our business partners to do the same.

These Terms are not intended to grant rights to anyone except you and Soundreef, and in no event shall these Terms create any third party beneficiary rights. Any failure by Soundreef to enforce these Terms or any provision thereof shall not waive Soundreef’s right to do so.

7. User Guidelines

We’ve established a few ground rules for you to follow when using the Service, to make sure Soundreef stays enjoyable for everyone. Please follow these rules and encourage other users to do the same.

Soundreef respects intellectual property rights and expects you to do the same. This means, for example, that the following is not permitted: (a) Copying, reproducing, “ripping”, recording, or making available to the public other then in the Stores specified in the Soundreef Certificate any part of the Soundreef Services or content delivered to you via the Soundreef Services, or otherwise any making use of the Soundreef Service which is not expressly permitted under these Terms; (b) using the Soundreef service to import or copy any local files you do not have the legal right to import or copy in this way; (c) reverse-engineering, decompiling, disassembling, modification or creating derivative works based on the Soundreef Services or any part thereof; (d) circumventing any technology used by Soundreef, its licensors, or any third party to protect content accessible through the Service; (e) renting or leasing of any part of the Services; (f) circumventing of any territorial restrictions applied by Soundreef; (g) artificially increasing play count or otherwise manipulating the Services by using a script or other automated process; (h) removing or altering any copyright, trademark or other intellectual property notices contained on or provided through the Soundreef Service; (i) providing your password to any other person or using any other person’s user name and password.

Please respect Soundreef and other users of the Soundreef Service. Don’t engage in any activity on the Service, including registering and/or using a username, which is or includes material that (a) is offensive, abusive, defamatory, pornographic or obscene; (b) is illegal, or intended to promote or commit an illegal act of any kind, including but not limited to, violations of intellectual property rights, privacy rights or proprietary rights of Soundreef or a third party; (c) includes personal data of third parties or is intended to solicit such personal data, (d) includes malicious content such as malware, trojan horses or viruses, or otherwise interferes with any user’s access to the Service; (e) is intended or does harass or bully other users; (f) impersonates or misrepresents your affiliation with another user, person or entity, or is otherwise fraudulent, false, deceptive, or misleading; (g) uses automated means to artificially promote content; (h) involves the transmission of unsolicited mass mailing (“spam”), junk mail, chain letter, or similar, including through the Soundreef inbox; (i) involves commercial or sales activities, such as advertising, contests, sweepstakes, or pyramid schemes; (j) promotes commercial products or services; (k) interferes with the Soundreef Service, tampers with or attempts to probe, scan, or test for vulnerabilities in the Service or Soundreef’s computer systems or network, or breaches any of Soundreef’s security or authentication measures, or (l) conflicts with the Agreement, as determined by Soundreef. You agree that Soundreef may also reclaim your username for any reason.

Your password protects your user account, and you are solely responsible for keeping your password confidential and secure. You understand that you are responsible for all use of your username and password on the Service. If your username or password is lost or stolen, or if you believe there has been unauthorized access to your account by third parties, please email [email protected] immediately and change your password as soon as possible.

8. Copyright infringement

Soundreef respects the rights of intellectual property owners.

9. Technology limitations and modifications

Soundreef will make reasonable efforts to keep the Soundreef Service operational. However, certain technical difficulties or maintenance may, from time to time, result in temporary interruptions. Soundreef reserves the right, periodically and at any time, to modify or discontinue, temporarily or permanently, functions and features of the Soundreef Service, with or without notice, all without liability to you for any interruption, modification, or discontinuation of the Soundreef Service or any function or feature thereof. You understand and agree that Soundreef has no obligation to maintain, support, upgrade, or update the Service, or to provide all or any specific content through the Service.

10. Payments, cancellations and cooling off

If you reside in a Country which is part of the European Union and have purchased a Webradio Service Subscription, you have the right to change your mind and receive a full refund within fourteen (14) days of purchase (the “Cooling-off Period”), but only if you have not logged in or otherwise redeemed or started to consume them.

If you have a Paid Subscription, your payment to Soundreef will automatically renew at the end of the subscription period, unless you cancel your Webradio Service Subscription through your subscription before the end of the current subscription period. The cancellation will take effect the day after the last day of the current subscription period, and you will be unable to use the Webradio Service. However, if you cancel your payment and/or terminate the Terms after the Cooling-off Period is over (where applicable), and/or before the end of the subscription period, we will not refund any subscription fees already paid to us.

Soundreef may change the price for the Webradio Service Subscription from time to time, and will communicate any price changes to you. Price changes for Webradio Service Subscriptions will take effect at the start of the next subscription period following the date of the price change. By continuing to use the Soundreef Service after the price change takes effect, you accept the new price.

11. Term and termination

These Terms will continue to apply to you until terminated by either you or Soundreef. Soundreef may terminate the Terms or suspend your access to the Soundreef Service at any time, including in the event of your actual or suspected unauthorised use of the Soundreef Service or non-compliance with the Terms. If you or Soundreef terminate the Terms, or if Soundreef suspends your access to the Soundreef Service, you agree that Soundreef shall have no liability or responsibility to you and Soundreef will not refund any amounts that you have already paid, to the fullest extent permitted under applicable law. To learn how to terminate your Soundreef account, please email [email protected]

12. Warranty

We endeavor to provide the best service we can, but you understand and agree that THE SOUNDREEF SERVICE IS PROVIDED “AS IS”, WITHOUT EXPRESS OR IMPLIED WARRANTY OR CONDITION OF ANY KIND. YOU USE THE SOUNDREEF SERVICE AT YOUR OWN RISK. SOUNDREEF DISCLAIMS ANY WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. In addition, Soundreef does not warrant, endorse, guarantee or assume responsibility for any Third Party Applications, Third Party Application content, User Content, or any other product or service advertised or offered by a third party on or through the Soundreef Service or any hyperlinked website, or featured in any banner or other advertising. You understand and agree that Soundreef is not responsible or liable for any transaction between you and third-party providers of Third Party Applications or products or services advertised on or through the Soundreef Service. As with any purchase of a product or service through any medium or in any environment, you should use your judgment and exercise caution where appropriate. No advice or information whether oral or in writing obtained by you from Soundreef shall create any warranty on behalf of Soundreef in this regard. Some aspects of this section may not apply in some jurisdictions.

13. Limitation

You agree that, to the extent permitted by applicable law, your sole and exclusive remedy for any problems or dissatisfaction with the Soundreef Service, the Third Party Applications or the Third Party Application content is to uninstall any Soundreef software and to stop using the Soundreef Service, the Third Party Applications or the Third Party Application content.

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL SOUNDREEF, ITS OFFICERS, SHAREHOLDERS, EMPLOYEES, AGENTS, DIRECTORS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, ASSIGNS, SUPPLIERS OR LICENSORS BE LIABLE FOR (i) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL (INCLUDING LOSS OF USE, DATA, BUSINESS, OR PROFITS) DAMAGES, ARISING OUT OF THE USE OR INABILITY TO USE THE SOUNDREEF SERVICE, THIRD PARTY APPLICATIONS OR THIRD PARTY APPLICATION CONTENT, REGARDLESS OF LEGAL THEORY, WITHOUT REGARD TO WHETHER SOUNDREEF HAS BEEN WARNED OF THE POSSIBILITY OF THOSE DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE; (ii) AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SOUNDREEF SERVICE, THIRD PARTY APPLICATIONS OR THIRD PARTY APPLICATION CONTENT MORE THAN THE AMOUNTS PAID BY YOU TO SOUNDREEF DURING THE PRIOR THREE MONTHS IN QUESTION.

Nothing in these Agreements removes or limits Soundreef’s liability for fraud, fraudulent misrepresentation, death or personal injury caused by its negligence. Some aspects of this section may not apply in some jurisdictions.

14. Entire agreement

These Agreements constitute all the terms and conditions agreed upon between you and Soundreef and supersede any prior agreements in relation to the subject matter of these Agreements, whether written or oral. Any additional or different terms or conditions in relation to the subject matter of the Agreements in any written or oral communication from you to Soundreef are void. You represent that you have not accepted the Agreements in reliance on any oral or written representations made by Soundreef that are not contained in the Agreements.

Please note, however, that other aspects of your use of the Soundreef Service may be governed by additional agreements. That could include, for example, access to the Soundreef Community for customer support, access to the Soundreef Service as a result of a gift card, or free or discounted Trials. You will agree to separate terms and conditions in those circumstances. Those terms and conditions shall govern only with regard to the aspect of the Service to which they apply, and are distinct from and supplemental to these Agreements, and do not supersede these Agreements. To the extent that there is any conflict between those agreements and these Agreements, these Agreements shall control, except as otherwise provided in these Terms

Occasionally we may offer you the chance to participate in sweepstakes, contests, and surveys (“Special Promotions”) through the Service. Special Promotions may be governed by terms and conditions that are separate from these Terms. If the provisions of a Special Promotion’s terms and conditions conflict with these Terms, those separate terms and conditions shall prevail.

15. Severability

Should any provision of the Terms be held invalid or unenforceable for any reason or to any extent, such invalidity or enforceability shall not in any manner affect or render invalid or unenforceable the remaining provisions of the Terms, and the application of that provision shall be enforced to the extent permitted by law.

16. Governing Law and Jurisdiction

  This Agreement shall be governed by the laws of England and Wales. Any dispute related to its interpretation and execution shall be subject to the exclusive jurisdiction of the High Court in London. 

Thank you for reading our Terms. We hope you enjoy Soundreef.

Copyright © 2013 Soundreef Ltd. All rights reserved.

Soundreef Ltd, 64 Southwark Bridge Road, London SE1 0AS, United Kingdom.