Odisei Play Terms of Use

Welcome to Odisei Play! These Terms of Use ("Terms") govern your access to and use of the Odisei Play mobile application and related services (collectively, the "App"), provided by ODISEI MUSIC S.L. ("we," "us," or "our").

ODISEI MUSIC S.L. is a Spanish company with CIF/NIF B67566026, located at DOCTOR MURILLO, 10, SANT CUGAT DEL VALLÉS (BARCELONA), 08172, SPAIN and reachable via email at support@odiseimusic.com.

By registering for an account and checking the box indicating your agreement, or by otherwise accessing or using the App, you agree to be bound by these Terms. If you do not agree to these Terms, you may not use the App.

1. Eligibility

The Odisei Play App is intended solely for users who are 18 years of age or older. By using the App, you represent and warrant that you are at least 18 years old. If you are under 18, you are prohibited from using the App.

Legal Compliance Warranty: By using the App, you 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.

2. Acceptance of Terms

You agree to these Terms by registering for an account with the App and explicitly confirming your acceptance (e.g., by checking a box). Your continued use of the App constitutes your acceptance of these Terms and any future revisions.

3. The Odisei Play Service

Odisei Play is a music learning application offered as a software-as-a-service (SaaS). The App is currently available on multiple platforms (e.g. Web or iOS), some still being in BETA phase. Odisei Play offers a freemium model which includes both free and paid features, with subscription options for different plans offering different level of access, available on a monthly or yearly basis. Additionally, users may purchase individual items "for-life" and utilize an in-app coin system for other content. We reserve the right to manage access and future pricing models at our discretion.

4. Account Registration and Security

You are required to register for an account to access and use the App. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete. You are responsible for maintaining the confidentiality of your account password and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account at support@odiseimusic.com.

5. User Obligations and Prohibited Conduct

You agree to use the App only for lawful purposes and in accordance with these Terms. You agree not to:

• Use the App for any illegal activity or in violation of any applicable laws or regulations, including the Spanish ones.

• Engage in any form of harassment, abuse, or harmful conduct towards others.

• Attempt to reverse engineer, decompile, or disassemble any portion of the App.

• Attempt to gain unauthorized access to the App, user accounts, or computer systems or networks connected to the App.

• Upload, post, or transmit any content that is offensive, harmful, threatening, defamatory, obscene, or otherwise objectionable.

• Upload, post, or transmit any content that infringes upon the intellectual property rights or other rights of others.

• Use any content from the App, including videos, musical partitions, backing tracks, or other audiovisual material, outside the context of the Odisei Play App.

•• Download, copy, distribute, hack, screen record, or audio record any content from the App without our express written permission. All content within the App is licensed for use within the App only.

• Introduce viruses, worms, or any other malicious code into the App.

• Interfere with or disrupt the operation of the App or the servers or networks connected to the App.

You agree that you are responsible for maintaining the confidentiality of your Login Information. If you suspect that your Login Information and/or Account has been accessed or used without your authorization, you must immediately notify Odisei Music at support@odiseimusic.com and modify your Login Information. You are responsible for any use of the Login Information and activity on your Account, including purchases, whether or not authorized by you.

Compliance: You must comply with applicable third-party terms of agreement when using the App.

6. User-Generated Content

Users of the App may have the ability to create content (custom practice exercises, routines, song tutorials, etc.) and, in some cases, make them public for other users to access and use within the App. Any information, data, text, routines, exercises, or other materials you provide, upload, submit, or create within the App (excluding Our Content), including making content public, is considered "User Content". You are solely responsible for your User Content.

By creating, submitting, or making User Content public, you represent and warrant that:

• Your User Content is original to you, or you have all necessary rights, licenses, consents, and permissions to provide it and grant the licenses described herein.

• Your User Content does not violate any applicable law or regulation, including the Spanish ones.

• Your User Content does not infringe upon any copyright, trademark, patent, trade secret, right of privacy, right of publicity, or any other intellectual property or proprietary right of any person or entity.

• Your User Content is not abusive, threatening, obscene, defamatory, libelous, racially or sexually or religiously offensive, or otherwise objectionable.

• Your User Content does not include any content licensed from Tency Music or any other third-party content that you do not have the rights to include and make public.

You retain your ownership rights in your User Content. However, by submitting or making your User Content public within the App, you grant ODISEI MUSIC S.L. a worldwide, perpetual, irrevocable, non-exclusive, royalty-free, fully paid-up, sublicensable, and transferable license to use, reproduce, distribute, modify, create derivative works of, publicly display and perform that User Content in connection with the operation, improvement, and provision of the App and our business, including for promotional purposes. This license includes the right for Odisei Music S.L. to use your public User Content in any shape or form we please in connection with the App. You also grant each user of the App a non-exclusive license to access and use your public User Content as permitted through the functionality of the App.

• You acknowledge and agree that you will not receive any compensation for your User Content or for the licenses granted to Odisei Music S.L. herein. User Content you submit may be treated as non-confidential and non-proprietary.

• We reserve the right, but are not obligated, to review, monitor, or remove any User Content that we deem, in our sole discretion, to violate these Terms or be otherwise objectionable. We do not pre-screen or monitor all User Content, and therefore, your use of features involving User Content is at your own risk. We do not endorse any User Content and expressly disclaim any liability in connection with User Content.

• You agree that Odisei Music S.L. is free to use any ideas, suggestions, feedback, concepts, know-how, or techniques contained in any User Content you submit or communicate to us, for any purposes whatsoever, without compensation to you.

7. Intellectual Property

The App, including all software, content, visual interfaces, graphics, design, compilation, information, data, computer code, products, backing tracks (licensed from Tency Music), musical partitions, videos, exercises, routines (both those created by us and public user-generated routines as per Section 6), services, and all other elements of the App ("Our Content"), are protected by copyright, trademark, and other intellectual property and proprietary rights. All Our Content is the property of ODISEI MUSIC S.L. or our licensors, including Tency Music.

• Your Limited License to Use the App:

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the App and Our Content solely for your personal, non-commercial music learning purposes within the App. This license does NOT grant you any right to download, copy, distribute, perform publicly, or make any other use of Our Content outside the confines of the App.

• Tency Music Licensed Content:

Some of the backing tracks and other musical elements provided within the App are licensed from Tency Music under a Master Use License Agreement between ODISEI MUSIC S.L. and Tency Music. Your use of Tency Music content is strictly limited to listening and interacting with it solely within the Odisei Play App as part of your learning experience. You are expressly prohibited from downloading, copying, extracting, distributing, publicly performing, or otherwise using any Tency Music content outside of the App. Any violation of this restriction is a breach of these Terms and may subject you to legal action by both ODISEI MUSIC S.L. and Tency Music.

• Allowed Sharing:

The only permissible ways to share content related to the App outside of its direct context are through our integrated "Share" feature (e.g., sharing practice stats, links to public routines you created, in-app awards) and by sharing videos of yourself using the App on social media, provided such sharing clearly references Odisei Play and offers a clear way for others to access our App.

8. Payments, Subscriptions, and In-App Purchases

Odisei Play offers a freemium model which includes both free and paid features, with subscription options for different plans offering different level of access, available on a monthly or yearly basis. These subscriptions are auto-renewing. Additionally, users may purchase individual items "for-life" and utilize an in-app coin system for other content. By choosing to access, buy, or subscribe to any Paid Content, you hereby authorize us to charge the credit card or any other payment method you choose for all applicable costs and charges. You acknowledge and agree that you are solely responsible for all applicable fees and charges incurred, including applicable taxes, and all subscriptions and purchases made by you or through your account(s). We utilize third-party payment processors, such as Stripe, to facilitate payments for the Services. If you make a purchase through a third-party application store, such as the Apple App Store or Google Play Store, your purchase will be subject to such Third Party's applicable payment policy, terms of use, and other policies. Your continued use of the App, including access to free or paid features, constitutes your acceptance of these payment terms. We reserve the right to manage access and future pricing models at our discretion.

Trial Period: We may, from time to time, offer a 7-day trial period (the "Trial Period") for our "Pro" subscription plan. To begin the Trial Period, you may be required to provide valid payment information. By providing this information, you agree that unless you choose to cancel your Pro subscription before the end of the 7-day Trial Period, we may automatically begin charging you for the selected Pro plan (monthly or yearly) on the first day following the Trial Period, until you cancel your subscription. If you do not wish to be charged, you must cancel your subscription before the end of the Trial Period. If you cancel during the Trial Period, your account will revert to the free features of the App. We reserve the right, in our absolute discretion, to determine eligibility for and may cancel or change the Trial Period terms at any time without notice and/or liability to you, within the limits permitted by applicable law.

9. Disclaimers

• Guidance Only:

Any guidance, suggestions, feedback, or instruction provided by the App is intended for educational purposes only and should not be considered absolute truth, professional musical instruction, or a substitute for qualified teaching. Use the guidance provided at your own discretion.

• BETA Service:

You acknowledge that the App is currently in a BETA phase on certain platforms. As a BETA service, the App may contain bugs, errors, omissions, and may not be fully functional or reliable. You use the BETA version at your own risk. We encourage you to report any issues or provide suggestions via the in-app "Send Feedback" feature (available on the bottom right of any pages) or by emailing support@odiseimusic.com.

• Health Disclaimer:

You acknowledge that engaging in musical practice involves physical activity. You are responsible for ensuring that you are physically and mentally able to use the App safely. We are not liable for any physical or mental issues, injuries, or damages that may result from your use of the App. Use the App in a safe manner and listen to your body.

• General Disclaimer of Warranties:

The app and all our content are provided "as is" and "as available" without warranties of any kind, either express or implied. To the fullest extent permissible pursuant to applicable law, odisei music s.l. disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement. Odisei music s.l. does not warrant that the app will be uninterrupted, error-free, secure, or free of viruses or other harmful components. Odisei music s.l. does not warrant that your use of the app is lawful in any particular jurisdiction.

10. Limitation of Liability

To the fullest extent permitted by applicable law, in no event shall odisei music s.l., its affiliates, directors, officers, employees, agents, licensors (including Tency music), or service providers be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including damages for loss of profits, goodwill, use, data, or other intangible losses, arising out of or in connection with your access to or use of, or inability to access or use, the app or our content, whether based on warranty, contract, tort (including negligence), or any other legal theory, even if odisei music s.l. has been advised of the possibility of such damages. In no event shall the aggregate liability of odisei music s.l. to you for all claims arising out of or relating to the app or these terms exceed the amount you have paid to odisei music s.l. for access to the app, if any, during the twelve (12) months immediately preceding the date of the claim.

11. Termination

We may terminate or suspend your account and access to the App at our sole discretion, without prior notice or liability, for any reason, including but not limited to:

• If you violate these Terms or any other policies incorporated by reference.

• If we believe your conduct is harmful to the App, ODISEI MUSIC S.L., or other users.

• If we are required to do so by law.

• If we discontinue the App or a portion thereof.

You may terminate your account at any time by sending an email request to support@odiseimusic.com. Upon termination, your access to the App will cease, and we may delete your account information in accordance with our Privacy Notice.

12. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of Spain and the applicable laws of the European Union, without regard to its conflict of law principles. Any dispute arising out of or relating to these Terms or the App shall be subject to the exclusive jurisdiction of the courts located in Barcelona, Spain.

13. Intellectual Property Infringement

We respect the intellectual property rights of others and expect our users to do the same. If you believe that any content available on the Odisei Play App infringes upon your copyright or other intellectual property rights, you may send us a notification requesting that the content be removed or access to it disabled.

13.1. Reporting Infringement:

To report a claim of intellectual property infringement, please send a written notice containing substantially the following information to our designated agent:

• Contact Information: Your full legal name, mailing address, telephone number, and email address. If you are acting on behalf of the rights holder, provide their information as well and describe your relationship to them.

• Identification of the Copyrighted Work: Identify the copyrighted work or other intellectual property that you claim has been infringed. If multiple works are covered by a single notification, provide a representative list of such works.

• Identification of the Allegedly Infringing Material: Identify the material within the Odisei Play App that you claim is infringing and provide information reasonably sufficient to permit us to locate the material within the App (e.g., username of the user who posted it, title or description of the user-generated routine/exercise, approximate date of posting, and any other relevant details).

• Statement of Good Faith: A statement that you have a good-faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.

• Statement of Accuracy: A statement that the information in the notification is accurate and, under penalty of perjury (if applicable in your jurisdiction), that you are the owner of the exclusive right that is allegedly infringed or authorized to act on behalf of the owner.

• Signature: A physical or electronic signature of the person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed.

Please send your infringement notice to:

Email: support@odiseimusic.com Subject: Odisei Play Intellectual Property Infringement Notice

Or by mail to:
ODISEI MUSIC S.L.
DOCTOR MURILLO, 10
SANT CUGAT DEL VALLÉS (BARCELONA), 08172
SPAIN

13.2. Our Response:

Upon receiving a complete and valid notice of claimed infringement, we will take appropriate action, which may include investigating the claim, removing or disabling access to the allegedly infringing material, and notifying the user who posted the material.

13.3. User-Generated Content:

Users are responsible for ensuring that their User Content, including any custom practice exercises or routines they create or make public, does not infringe the intellectual property rights or other rights of any third party. By providing User Content, you represent and warrant that you have all necessary rights and licenses to do so. We reserve the right to remove User Content that we believe violates these Terms or infringes on intellectual property rights.

13.4. Repeat Infringers:

We may terminate the accounts of users who repeatedly infringe copyright or other intellectual property rights.

13.5. DMCA Notice:

For users located in the United States, this Section is intended to comply with the Digital Millennium Copyright Act ("DMCA"). The requirements for a proper notification under the DMCA are set forth in 17 U.S.C. §512(c).

14. Changes to the Terms

We reserve the right to modify these Terms at any time. If we make material changes, we will notify you by email or through a prominent notice within the App when you next open it, detailing the changes. Your continued use of the App after being notified of the changes will constitute your acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using the App and terminate your account.

15. Miscellaneous

These Terms constitute the entire agreement between you and ODISEI MUSIC S.L. regarding your use of the App. If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect. Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. You may not assign or transfer your rights or obligations under these Terms without our prior written consent.

16. Apple App Store Specific Terms (iOS & MacOS)

This Section 16 applies to End-Users who download or access the App via the Apple App Store. If there is any conflict between this Section 16 and other sections of these Terms, this Section 16 controls for iOS/MacOS distribution only.

16.1 Acknowledgement

You and the End-User acknowledge that this Terms of Use (EULA) is concluded between Odisei Music S.L. and the End-User only, not with Apple. Odisei Music S.L., not Apple, is solely responsible for the Licensed Application and its content. The EULA may not provide usage rules for Licensed Applications that conflict with the Apple Media Services Terms and Conditions as of the effective date.

16.2 Scope of License

The license granted to the End-User is a non-transferable license to use the Licensed Application on any Apple-branded products that the End-User owns or controls and as permitted by the Usage Rules in the Apple Media Services Terms and Conditions. The Licensed Application may also be accessed and used by other accounts associated with the purchaser through Family Sharing or volume purchasing.

16.3 Maintenance and Support

Odisei Music S.L. is solely responsible for providing any maintenance and support services for the Licensed Application, as specified in these Terms or as required under applicable law. You and the End-User acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services for the Licensed Application.

16.4 Warranty

Odisei Music S.L. is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the Licensed Application to conform to any applicable warranty, the End-User may notify Apple, and Apple will refund the purchase price for the Licensed Application to that End-User. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Licensed Application. Any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty are the sole responsibility of Odisei Music S.L.

16.5 Product Claims

You and the End-User acknowledge that Odisei Music S.L., not Apple, is responsible for addressing any claims by the End-User or any third party relating to the Licensed Application or the End-User's possession and use of the Licensed Application, including but not limited to: (i) product liability claims, (ii) any claim that the Licensed Application fails to conform to any applicable legal or regulatory requirement, and (iii) claims arising under consumer protection, privacy, or similar legislation, including in connection with the Licensed Application's use of frameworks such as HealthKit or HomeKit, if applicable. This EULA does not limit Odisei Music S.L.'s liability to the End-User beyond what is permitted by applicable law.

16.6 Intellectual Property

(a) Handling of intellectual property claims

In the event of any third-party claim that the Licensed Application or the End-User's possession and use of the Licensed Application infringes a third party's intellectual property rights, Odisei Music S.L., not Apple, will be solely responsible for the investigation, defense, settlement, and discharge of any such claim.

(b) User-Generated Content on iOS/MacOS

End-Users remain solely responsible for all User Content they upload, post, create, make public, or otherwise make available through the Licensed Application. By providing User Content, End-Users represent and warrant that they have all necessary rights and licenses and that their User Content does not infringe any third-party rights. To the fullest extent permitted by applicable law, End-Users agree to defend, indemnify, and hold harmless Odisei Music S.L. and its affiliates, directors, officers, employees, and licensors from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in any way connected with User Content or any breach of the above representations and warranties. Nothing in this Section 16.6(b) limits any rights or remedies Odisei Music S.L. may have under Sections 6, 7, and 13 of these Terms.

16.7 Third-Party Beneficiary

You and the End-User acknowledge and agree that Apple, and Apple's subsidiaries, are third-party beneficiaries of this EULA. Upon the End-User's acceptance of the terms and conditions of this EULA, Apple will have the right, and will be deemed to have accepted the right, to enforce this EULA against the End-User as a third-party beneficiary.