These Terms and the Privacy Policy (together, this “Agreement”) set out the basis upon which Song Boost Limited (“Song Boost”, “we” and/or related terms such as “us” and “our”) agree to provide the Song Boost App and related products and services (together, “Our Services”) to customers (“Customers”, “you” and/or related terms such as “your”).
1. These Customer Terms
1.1 If you do not agree to these Customer Terms and the rest of this Agreement you cannot use Our Services. This Agreement will form a binding legal contract between you and us.
1.2 We may change the terms of this Agreement from time to time. If you do not agree to the change, you must discontinue your use of Our Services. Your continued use of Our Services will constitute your acceptance of the change.
1.3 We may (but do not promise that we will) offer additional or amended elements of Our Services from time to time. Depending on the additional or amended elements you may not be able to continue to use Our Services until you have downloaded an update and/or accepted any new or revised terms of this Agreement.
1.4 You must be, or must obtain the permission of, the owner of the device on which you download and access Our Services. You may be charged by your service provider for telecommunications access on such device. You are responsible for your use of Our Services on or in relation to any device.
2. Registration and Account
2.1 Customers must register an account with Song Boost in order to access Our Services.
2.2 Registering requires you to give us the following information about you:
• a valid phone number, name, and country
2.3 You promise that the information which you provide to us in connection with your registration and account (“Your Data”) is truthful, accurate, and complete. You are solely responsible for making sure your account information is truthful, accurate, and updated.
2.4 Your Data and other information which we receive or generate in connection with Our Services may contain information about you or other living individuals (“Personal Data”). We will use Personal Data in accordance with the Privacy Policy. It is important that you read the Privacy Policy before you register as it governs what we may do with your Personal Data.
2.5 Your account is personal to you and your account and ability to access and use Our Services may not be transferred to or used by, anyone else.
2.6 Including when required by law or by our partners, Song Boost may require you to provide evidence of government-issued photo or other ID in an approved form and reserves the right to suspend or terminate your account and/or your use of Our Services if such ID is not provided to Song Boost’s reasonable satisfaction. You must co-operate with and pass all other identification, anti-money laundering, fraud-protection, or security checks which we or our partners may operate.
3. Our Services
3.1 You must comply with all the terms of this Agreement when using Our Services.
3.2 You are responsible for your use of Our Services including your messages, communications and any other content which you post, submit or send to or through Our Services (“Your Content”). Your Content must at all times comply with the usage policy for Our Services set out in Clause 5.1 below (the “Usage Policy”).
3.3 We have no control over the content which your or other users post, submit or send to or through Our Services, and cannot ensure that such content is never in breach of the Usage Policy. We reserve the right to (but do not promise that we will) remove content that is in breach of the Usage Policy and/or notify law enforcement bodies of serious breaches of the Usage Policy or of any fraudulent or unlawful activity of which we become aware. We will comply with requests from law enforcement bodies and other public authorities and with court orders or other legal demands on the advice of our legal advisers.
4. Usage Rights
4.1 You always retain ownership of Your Content but by posting, submitting or sending Your Content to or through Our Services you grant to us and our contractors and suppliers to at no cost all rights to use and do such things with Your Content as may be necessary or desirable in order for us to operate, provide, promote, and improve Our Services to you subject where relevant to the Privacy Policy and your account settings.
4.2 You should only post, submit, send and share to or through Our Services Your Content in which you are willing and able to grant the above rights. Accordingly, you promise that any use of Your Content in accordance with Clause
4.1 above shall not infringe the rights (including intellectual property or related rights) of any third party or be otherwise unlawful.
4.3 Subject to Clause 4.1, as between you and us, you agree that all rights (including all intellectual property or related rights) in and to Our Services, throughout the world are owned by us. You are granted a non-exclusive, non-transferable licence of such rights solely to the extent that this is reasonably necessary for your use of Our Services in accordance with this Agreement.
4.4 Decompiling, reverse engineering, disassembling, or otherwise reducing the code used in any software in Our Services into a readable form in order to examine the construction of such software and/or to copy or create other products based (in whole or in part) on such software, is prohibited except to the extent permitted by law.
4.5 Song Boost reserves to itself and its licensors all rights in and to Our Services not expressly granted to you in this Agreement.
4.6 The Song Boost name and trade marks (including all related branding, logos and domain names) are the sole and exclusive property of Song Boost.
4.7 Anyone who believes that their intellectual property or related rights are infringed by any content on the Our Services should contact us and provide us with all relevant information in writing including:
(a) identification of the content which is claimed to infringe and its location on Our Services;
(b) which rights are claimed to be infringed by that content; and
(c) the complainant’s full contact details (including physical address, telephone number, and email address). Without prejudice to our legal rights, further information and actions may be requested before steps can be taken by Song Boost.
5. Usage Policy
5.1 You agree that at all times:
(a) Your Content shall not:
(i) be pornographic or obscene;
(ii) defame or denigrate, nor impersonate or misrepresent, other persons;
(iii) infringe privacy, data protection law or rights of publicity or confidentiality;
(iv) incite racial or religious hatred;
(v) threaten, harass or intimidate;
(vi) be unlawful or encourage unlawful activity including terrorism or crime; or
(vii) advertise or promote business, political or religious activities;
(b) You shall not nor attempt to interfere with or disrupt the operation of Our Services and must notify Song Boost immediately of any breach of security or unauthorised use of Our Services of which you become aware; and
(c) You shall not nor attempt to use Our Services:
(i) in any manner which is unlawful or inconsistent with this Agreement or fraudulent or malicious, including by hacking or inserting a virus, worm, malicious code or harmful data into Our Services, or could otherwise threaten or compromise the security or integrity of our systems;
(ii) through any automated means or in any manner that could damage, disable, impair or seek to obtain unauthorised access to our systems or interfere with other users;
(iii) to collect, scrape or harvest information or data from Our Services to further commercialize or publicly share without written consent from us.
(iv) to collect, scrape or harvest information or data any user or our systems or attempt to interfere with transmissions to or from the servers running Our Services;
(iv) for any commercial or business activity including to send spam or other unsolicited or bulk communications or any form of commercial communications or marketing; or
(v) to make unauthorized use, copies, or distribution of content obtained via Our Services nor otherwise infringe the intellectual property or related rights of Song Boost or any third party.
YOUR COMPLIANCE WITH THE ABOVE IS AN IMPORTANT LEGAL OBLIGATION AND YOU SHOULD CONSIDER IT CAREFULLY. If you have any questions about the above please contact us.
5.2 If you breach Clause 4.2 or 5.1 above you will be in breach of this Agreement and in addition to our rights of termination of this Agreement under Clause 7 below:
(a) we may take legal action against you; and
(b) you may have additional legal liability, not just to us, but also to other users and other third parties (together, the “Additional Parties”) who may also take action against you.
You must compensate us and you also promise to compensate the Additional Parties for any loss or damage that we or the Additional Parties may suffer arising out of your breach of Clause 4.2 or 5.1 and for any other breach of this Agreement, improper use of Our Services and/or breach of any law or the rights of a third party by you.
5.3 We shall determine compliance with the Usage Policy at our sole discretion, acting reasonably. We may (but do not promise that we will) disable and/or delete Your Content which we believe not to be in compliance while we consider any potential breach.
5.4 We may (but do not promise that we will) use technical means to enforce the Usage Policy.
5.5 Anyone who believes that material or activity on Our Services breaches the Usage Policy should contact us and provide us with all relevant information in writing including:
(a) identification of the material or activity which is claimed to be in breach of the Usage Policy and its location or occurrence on Our Services;
(b) how and why it is claimed to breach the Usage Policy; and
(c) the complainant’s full contact details (including physical address, telephone number, and email address).
Without prejudice to our legal rights, further information and actions may be requested before steps can be taken by Song Boost.
6. Termination and Suspension
6.1 Subject always to Clause 6.3, you may terminate this Agreement at any time by cancelling your account by immediate notice provided to us in accordance with Clause 9.2 or using any specific termination option in Our Services that we may make available.
6.2 Subject always to Clause 6.3, we may terminate this Agreement on immediate notice provided to you in accordance with Clause 9.2 if:
(a) you are in material or persistent breach of any provision of this Agreement; or
(b) we intend to cease providing Our Services (in whole or in part).
6.3 Termination of this Agreement:
(a) will mean that you will no longer be able to access and use Our Services; and
(b) will require you to immediately delete or remove Our Services from your device.
6.4 Song Boost may at any time suspend with immediate effect the provision to you of all or any element(s) of Our Services in the event that you fail to comply with any provision set out in this Agreement or and/or if Song Boost otherwise considers it necessary to protect the security and integrity of Our Services or to comply with its legal obligations.
7. Disclaimer of Warranties
TO THE EXTENT PERMITTED BY APPLICABLE LAW, SONG BOOST DOES NOT MAKE ANY REPRESENTATIONS, WARRANTIES OR GUARANTEES TO YOU REGARDING OUR SERVICES INCLUDING, BUT NOT LIMITED TO, ITS QUALITY, FUNCTIONALITY, AVAILABILITY, ACCESSIBILITY OR PERFORMANCE.
OUR SERVICES ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS. SONG BOOST DOES NOT ASSUME LIABILITY FOR ANY INABILITY BY YOU TO ACCESS OR USE OUR SERVICES. SONG BOOST DOES NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE OUR SERVICES AT TIMES OR LOCATIONS OF YOUR CHOOSING, OR THAT OUR SERVICES WILL HAVE ADEQUATE CAPACITY AS A WHOLE OR IN ANY SPECIFIC GEOGRAPHIC AREA.
IF YOU ARE NOT SATISFIED WITH THE QUALITY, FUNCTIONALITY, AVAILABILITY, ACCESSIBILITY OR PERFORMANCE OF OUR SERVICES, YOU MAY CANCEL YOUR ACCOUNT AS SET OUT IN CLAUSE 6.1 ABOVE.
IN SOME JURISDICTIONS, CERTAIN WARRANTIES MAY AUTOMATICALLY ARISE OR APPLY UNLESS THESE WARRANTIES ARE DISCLAIMED. SONG BOOST AND ITS LICENSORS DISCLAIM AND EXCLUDE ALL SUCH WARRANTIES WHETHER EXPRESS, IMPLIED OR STATUTORY INCLUDING THOSE THAT ARISE FROM COURSE OF DEALING OR USAGE OF TRADE, IF AND TO THE EXTENT PERMITTED BY LAW.
IN JURISDICTIONS THAT PROHIBIT THE DISCLAIMER OF IMPLIED WARRANTIES OR THE EXCLUSION OF CERTAIN WARRANTIES, SONG BOOST SHALL DISCLAIM AND EXCLUDE WARRANTIES TO THE MAXIMUM EXTENT PERMITTED BY LAW.
THIS CLAUSE 7 SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT.
8. Limitation of Liability
THE LAWS IN MANY JURISDICTIONS ALLOW SONG BOOST TO LIMIT ITS LIABILITY FOR DAMAGES. THIS SECTION LIMITS SONG BOOST’S LIABILITY. HOWEVER, THIS SECTION 8 ONLY APPLIES TO THE EXTENT PERMITTED BY APPLICABLE LAW. IF APPLICABLE LAW DOES NOT ALLOW SONG BOOST TO LIMIT ITS LIABILITY IN CERTAIN CIRCUMSTANCES, THEN THE LIMITATIONS IN THIS SECTION WILL NOT APPLY TO THOSE CIRCUMSTANCES.
IN NO CASE SHALL THE AGGREGATE CUMULATIVE LIABILITY OF SONG BOOST OR ITS AFFILIATES, LICENSORS, LICENSEES, CONTENT PROVIDERS, DISTRIBUTORS AND THEIR RESPECTIVE EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERS, CONTRACTORS, AGENTS, OR VENDORS, (COLLECTIVELY, SONG BOOST AFFILIATES) FOR DAMAGES TO YOU ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE OUR SERVICES EXCEED THE CHARGES PAYABLE TO SONG BOOST AND SONG BOOST AFFILIATES.
OTHER THAN AS PROVIDED ABOVE, SONG BOOST AND SONG BOOST AFFILIATES WILL NOT BE LIABLE TO YOU FOR ANY OTHER LOSS OR DAMAGES, INCLUDING WITHOUT LIMITATION, ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF DATA OR CONTENT, DAMAGE CAUSED TO YOUR SOFTWARE, COMPUTER, MOBILE DEVICE OR OTHER HARDWARE, DATA BREACH AND SECURITY BREACH), REGARDLESS OF THE LEGAL THEORY ON WHICH ANY SUCH DAMAGES MAY BE BASED, INCLUDING WITHOUT LIMITATION THEORIES OF BREACH OF CONTRACT, TORT AND NEGLIGENCE, AND WHETHER OR NOT OUR SERVICES HAS BEEN ADVISED OF OR IS AWARE OF THE POSSIBILITY OF ANY SUCH DAMAGES.
THIS CLAUSE 8 SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT.
9. General Terms
9.1 Song Boost reserves the right to discontinue all or any aspect of Our Services at any time.
9.2 Subject to your compliance with the terms of this Agreement, Song Boost grants you a limited non-exclusive, non-transferable, non-sublicenceable, revocable licence to download, install and use Our Services on a mobile device or computer that you own or control. You acknowledge and agree that the availability of Our Services is dependent on the third party from whom you received the App licence.
9.3 Unless otherwise specified, any notices that you are required to give us under this Agreement should be sent to team@songboost.app. We may send any notices that we are required to give you under this Agreement by any of the following methods: posting to your account, email to the email address which you have provided to us and/or placing a notice on Our Services.
9.4 We may transfer our rights and obligations under this Agreement to another organisation, and we will always notify you if this happens, but this will not affect your rights or our obligations under this Agreement. We will wherever possible provide you with prior notice.
9.5 This contract is between you and us. No other person shall have any rights to enforce any of its terms.
9.6 Each of the Clauses of this Agreement operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
9.7 We intend to rely upon the written terms set out in this Agreement (as amended in accordance with Clause 1 above) as the entire understanding between us relating to Our Services.
9.8 If we fail to insist that you perform any of your obligations under this Agreement or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have given up our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.
9.9 We cannot be responsible for any failure or delay in providing Our Services because of factors that could be considered outside our control such as public communications network performance, congestion, and connectivity, the performance of your device, and unpredictable events such as adverse weather conditions or technical failures (including as a result of the activity of hackers) which might disrupt our business despite our reasonable preventative measures and steps to overcome them.
10. Disputes
10.1 We cannot and do not judge or arbitrate disputes between users of Our Services or between users and third parties. You must settle any disputes directly with other users and third parties. If a user has breached this Agreement with us we may, but do not undertake to, take action in respect of that.
10.2 We will try and solve any problems or disagreements regarding our provision of Our Services quickly and efficiently. If you are not happy with the way we deal with any disagreement you and we may agree to refer the matter to arbitration but you and we are not restricted from bringing court proceedings.
10.3 This Agreement is governed by Kenyan law and you and we agree to submit to the non-exclusive jurisdiction of the Courts of Kenya. This means that if you or we are able to bring a legal action relating to this Agreement an acceptable court to do this would be a court located in Kenya.