Terms of Service
Welcome to Mishi, brought to you by Digital Chorus Limited and is also referred to simply as “Mishi”. Our website located at http://www.getmishi.com (the “Site”) and our services accessible via our website and mobile device application (“App”) are collectively called the “Services.”
Please read these Terms of Service (the “Terms”) carefully because they govern your use of our Services.
Agreement To Terms
By accessing or using any part of the Site or App, you agree to be bound by these Terms of Service. If you do not agree to all the terms and conditions of this agreement, then you may not access the Site or App and use any of our Services.
Changes To Our Terms Or Services
We may modify the Terms at any time, at our sole discretion. If we do so, we’ll let you know either by posting the modified Terms on the Site or through other communications, where possible. It is your responsibility to check this page periodically for changes. It is important that you review the Terms whenever we modify them because if you continue to use the Services after we have posted modified Terms of Service, you are indicating to us that you agree to be bound by the modified Terms. If you don’t agree to be bound by the modified Terms, then you may not use the Services any longer.
Modifications to Services
As our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion. We shall not be liable to you or to any third-party for any modification, change, suspension or discontinuance of the Service.
You may use the Services only if you are 12 years or older and are not barred from using the Services under applicable law. To make a purchase via the Services (described in the Section titled “Purchases” below), you must be 18 years or older and capable of forming a binding contract.
Registration And Your Information
Using The Services
Users can select from a variety of features, typically including free music to create a customized relaxation and sleep session. You can also use the paid functionality of the Services to utilise the additional products (the “Products”) including premium music content offered for sale, as described in further detail under the Section titled “Purchases” below.
You understand and agree that the Services, Products and any other information you learn from Mishi are not intended, designed, or implied to diagnose, prevent, or treat any condition or disease, to ascertain the state of your health, or to be a substitute for professional medical care. Not all activities described on the Services or Products are suitable for everyone. Do not use the Services while driving, operating heavy machinery, or performing other tasks that require attention and concentration. You understand and agree that you are solely responsible for your use of the Services.
Mishi offers enhanced features of the Services which you can purchase as a yearly subscription (“Subscription”). When you purchase a Subscription or a Product (each, a “Transaction”), we may ask you to supply additional information relevant to your Transaction, such as your credit card number, the expiration date of your credit card and your address(es) for billing and delivery (such information, “Payment Information”). You represent and warrant that you have the legal right to use all payment method(s) represented by any such Payment Information. The amounts due and payable by you for a Transaction through the Services will be presented to you before you place your order. If you choose to initiate a Transaction via the Services, you authorize us to provide your Payment Information to third party service providers so we can complete your Transaction and agree (a) to pay the applicable fees and any taxes; (b) that Mishi may charge your credit card or third party payment processing account, including, but not limited to, your account with the app store or distribution platform (like the Apple App Store, Google Play or the Amazon Appstore) where the App is made available (each, an “App Provider”), for verification, pre-authorization and payment purposes; and (c) to bear any additional charges that your App Provider, bank or other financial service provider may levy on you as well as any taxes or fees that may apply to your order. You will receive a confirmation email after we confirm the payment for your order. Your order is not binding on Mishi until accepted. All payments made are non-refundable and non-transferable except as expressly provided in these Terms.
If you have any concerns or objections regarding charges, you agree to raise them with us first and you agree not to cancel or reject any credit card or third party payment processing charges unless you have made a reasonable attempt at resolving the matter directly with Mishi.
Mishi reserves the right to not process or to cancel your order in certain circumstances, for example, if your credit card is declined, if we suspect the request or order is fraudulent, or in other circumstances Mishi deems appropriate in its sole discretion. Mishi also reserves the right, in its sole discretion, to take steps to verify your identity in connection with your order. You may need to provide additional information to verify your identity before completing your Transaction (such information is included within the definition of Payment Information). Mishi will either not charge you or refund the charges for orders that we do not process or cancel.
Subscriptions Renewal and Cancellation
All amounts are payable and charged at the time you place your order and persist for the Subscription period, renewing automatically at the end of the period for an additional period equal in length to the previous subscription term, until such time as you cancel. You must cancel your monthly or yearly Subscription before it renews to avoid the billing of the fees for the next Subscription period. If you purchase your Subscription via the Site, you can cancel the renewal of your subscription at any time by contacting us ,for details on how to do this, by email at email@example.com. If you purchase your Subscription via an App Provider, you can cancel the renewal of your subscription at any time with the App Provider. You will not receive a refund for the fees you already paid for your current subscription period and you will continue to receive the Services ordered until the end of your current Subscription period.
Changes To Subscription Pricing Terms
Mishi reserves the right to change its pricing terms for Subscriptions at any time and will notify you in advance (where possible) of such changes becoming effective. Changes to the pricing terms will not apply retroactively and will only apply for Subscription renewals after such changed pricing terms have been communicated to you. If you do not agree with the changes to Mishi’s pricing terms then you may choose not to renew your Subscription in accordance with the section “Subscriptions Renewal and Cancellation.”
You agree that your purchases are not contingent on the delivery of any future functionality or features, or dependent on any oral or written public comments made by Mishi regarding future functionality or features.
We welcome feedback, comments and suggestions for improvements to the Services or Products (“Feedback”). You can submit Feedback by emailing us at firstname.lastname@example.org. You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicenseable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose. Where feedback is provided from 'music reviews', Mishi will not in any way amend the review content without the express permission of the author. Mishi also reserves the right to 'publish' or to 'delete' the music review, at it's sole discretion based on what can be deemed "appropriate" of the content provided. Examples where content may not be deemed appropriate can include, 'offensive or inflamatory language'.
Content And Content Rights
For purposes of these Terms, (i) “Content” means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Services; and (ii) “User Content” means any Content that users (including you) provide to be made available through the Services. Content includes without limitation User Content.
Mishi does not claim any ownership rights in any User Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit your User Content. Subject to the foregoing, Mishi and its licensors exclusively own all right, title and interest in and to the Services and Content, including all associated intellectual property rights. You acknowledge that the Services and Content are protected by copyright, trademark, and other laws of the United Kingdom and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Content.
Digital Chorus Limited or any of it's trading brands, including but not limited to (Aurora Sleep Music, Mishi Music Medicine) are not licensed medical care providers and are not rendering personal medical advice or treatment in any way. All health related messages or music considered 'therapeutic' by the end user, are not a substitute for medical advice, diagnosis or treamtent from a physician or health care professional. We recommend that you seek advice from your quality health care professional before listening to any music, that may impact your health and wellbeing. These music types may include, but are not limited to: Solfeggio frequencies, Isochronic beats, Chakra balancing, Binaural beats, Chants, Drums, Gongs, Bowls, or any music considered 'sound therapy' that presents a perceived health benefit.
You agree that it is your sole responsibility to monitor each pice of Content and determine whether it is appropriate for you to listen. Neither any personnel or associates of Digital Chorus Limted will in any way be held responsible on behalf of any user who fails to consult the appropriate health authorities with respect to their individual health care before acting on or using any of our music Content.
Rights In User Content Granted By You
By making any User Content available through Services you hereby grant to Mishi a non-exclusive, transferable, sublicenseable, worldwide, royalty-free license to use, copy, modify, create derivative works based upon, distribute, publicly display, publicly perform and distribute your User Content in connection with operating and providing the Services and Content to you and to other users.
Rights In Content Granted By Mishi
Subject to your compliance with these Terms, Mishi grants you a limited, non-exclusive, non-transferable, non-sublicenseable license to download, view, copy and display the Content solely in connection with your permitted use of the Services and solely for your personal and non-commercial purposes.
Rights In App Granted By Mishi
Subject to your compliance with these Terms, Mishi grants you a limited non-exclusive, non-transferable, non-sublicenseable license to download and install a copy of the App on a mobile device or computer that you own or control and to run such copy of the App solely for your own personal non-commercial purposes. Mishi reserves all rights in and to the App not expressly granted to you under these Terms. You may not copy the App, except as expressly permitted in these Terms, you may not: (i) copy, modify or create derivative works based on the App; (ii) distribute, transfer, sublicense, lease, lend or rent the App to any third party; (iii) reverse engineer, decompile or disassemble the App; or (iv) make the functionality of the App available to multiple users through any means.
Additional Terms For App Store Apps
If you accessed or downloaded the App from the Apple Store, then you agree to use the App only: (i) on an Apple-branded product or device that runs iOS (Apple’s proprietary operating system software); and (ii) as permitted by the “Usage Rules” set forth in the Apple Store Terms of Service.
If you accessed or downloaded the App from an App Provider, then you acknowledge and agree that:
These Terms are concluded between you and Mishi, and not with App Provider, and that, as between Mishi and the App Provider, Mishi is solely responsible for the App.
App Provider has no obligation 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 App Provider and App Provider will refund the purchase price for the App to you (if applicable) and, to the maximum extent permitted by applicable law, App Provider will have no other warranty obligation whatsoever with respect to the App. Any other claims, losses, liabilities, damages, costs or expenses attributable to any failure of an App to conform to any warranty will be the sole responsibility of Mishi.
App Provider is not responsible for addressing any claims you have or any claims of any third party relating to the App or your possession and 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.
In the event of any third-party claim that the App or your possession and use of the App infringes that third party’s intellectual property rights, Mishi will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by these Terms.
App Provider and its subsidiaries are third-party beneficiaries of these Terms as related to your license of the App, and that, upon your acceptance of the terms and conditions of these Terms, App Provider will have the right (and will be deemed to have accepted the right) to enforce these Terms as related to your license of the App against you as a third party beneficiary thereof.
You must also comply with all applicable third-party terms of service when using the App.
You agree to comply with all United Kingdom and foreign export laws and regulations to ensure that neither the App nor any technical data related thereto nor any direct product thereof is exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations. By using the App you represent and warrant that: (i) you are not located in a country that is subject to a United Kingdom. Government embargo, or that has been designated by the United Kingdom Government as a “terrorist supporting” country; and (ii) you are not listed on any United Kingdom Government list of prohibited or restricted parties.
You agree not to do any of the following:
Post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances;
Use, display, mirror or frame the Services, or any individual element within the Services, Mishi’s name, any Mishi trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Mishi’s express written consent;
Access, tamper with, or use non-public areas of the Services, Mishi’s computer systems, or the technical delivery systems of Mishi’s providers;
Attempt to probe, scan, or test the vulnerability of any Mishi system or network or breach any security or authentication measures;
Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Mishi or any of Mishi’s providers or any other third party (including another user) to protect the Services;
Attempt to access or search the Services or download Collective Content from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by Mishi or other generally available third party web browsers;
Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
Use any meta tags or other hidden text or metadata utilizing a Mishi trademark, logo URL or product name without Mishi’s express written consent;
Use the Services for any commercial purpose or the benefit of any third party or in any manner not permitted by these Terms;
Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services to send altered, deceptive or false source-identifying information;
Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services;
Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;
Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
Impersonate or misrepresent your affiliation with any person or entity;
Violate any applicable law or regulation; or
Encourage or enable any other individual to do any of the foregoing.
Although we are not obligated to monitor access to or use of the Services or Content or to review or edit any Content, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms, and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider any Content to be objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
Links To Third Party Websites Or Resources
The Services and App may contain links to third-party websites or resources. We provide these links only as a convenience and are not responsible for the content, products or services on or available from those websites or resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from, your use of any third-party websites or resources.
We may terminate your access to and use of the Services, at our sole discretion, at any time and without notice to you. You may cancel your Account at any time by sending an email to us at email@example.com. If you purchase Subscription via an App Provider, you should also cancel your Subscription with the App Provider directly. Upon any termination, discontinuation or cancellation of Services or your Account, all provisions of these Terms which by their nature should survive will survive, including, without limitation, ownership provisions, warranty disclaimers, limitations of liability, and dispute resolution provisions.
The Services, Products and Content are provided “as is,” without warranty of any kind. Without limiting the foregoing, we explicitly disclaim any warranties of merchantability, fitness for a particular purpose, quiet enjoyment or non-infringement and any warranties arising out of course of dealing or usage of trade. We make no warranty that the Services or Products will meet your requirements or be available on an uninterrupted, secure, or error-free basis. We make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness or reliability of any Content.
You will indemnify and hold harmless Mishi and its officers, directors, employee and agents, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your access to or use of the Services or Content or (ii) your violation of these Terms.
Limitation Of Liability
Neither Mishi nor any other party involved in creating, producing, or delivering the Services, Products or Content will be liable for any incidental, special, exemplary or consequential damages, including, but not limited to, lost profits, loss of data or goodwill, service interruption, computer damage or system failure or the cost of substitute Services or Products arising out of or in connection with these terms or from the use of or inability to use the Services, Products or Content, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not Mishi has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you.
In no event will Mishi’s total liability arising out of or in connection with these terms or from the use of or inability to use the Services, Products or Content exceed the amounts you have paid to Mishi for use of the Services, Products or Content or fifty pounds (£50) in the event you have not had any payment obligations to Mishi, as applicable. The exclusion and limitations of damages set forth above are fundamental elements of the basis of the bargain between Mishi and you.
Dispute Resolution. Governing Law.
These Terms and any action related thereto will be governed by the laws of the United Kingdom without regard to its conflict of laws provisions.
These Terms constitute the entire and exclusive understanding and agreement between Mishi and you regarding the Services, Products and Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Mishi and you regarding the Services, Products and Content. If any provision of these Terms is held invalid or unenforceable (either by an arbitrator appointed pursuant to the terms of the “Arbitration” section above or by court of competent jurisdiction, but only if you timely opt out of arbitration by sending us an Arbitration Opt-out Notice in accordance with the terms set forth above), that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
You may not assign or transfer these Terms, by operation of law or otherwise, without Mishi’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Mishi may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
Any notices or other communications provided by Mishi under these Terms, including those regarding modifications to these Terms, will be given either: (i) by Mishi via email; or (ii) by posting to the Services. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
Mishi’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Mishi. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
If you have any questions about these Terms or the Services or Products, please contact Mishi at firstname.lastname@example.org