WHAT IS CONTAINED IN THESE TERMS?
(1) Welcome to the Service provided by Nisimusic
This section outlines our relationship with you. It includes a description of the Service, defines our Agreement, and names your service provider.
(2) Who May Use the Service?
This section sets out certain requirements for use of the Service, and defines categories of users.
(3) Your Use of the Service
This section explains your rights to use the Service, and the conditions that apply to your use of the Service. It also explains how we may make changes to the Service.
(4) Your Content and Conduct
This section applies to users who provide Content to the Service. It defines your agreement not to upload anything that infringes on anyone else’s rights.
(5) Account Suspension and Termination
This section explains how you and Service may terminate this relationship.
(6) About Content in our Service
This section includes details about software on the Service.
(7) Other Legal Terms
This section includes our service commitment to you. It also explains that there are some things we will not be responsible for.
(8) About this Agreement
(9) Re-seller terms
This section includes some further important details about our contract, including what to expect if we need to make changes to these Terms; or which law applies to them.
TERMS OF SERVICE
Dated: 31st May 2021
(1) WELCOME TO SERVICE
Thank you for using the Nisi Web and App platform and the products, services and features available to you as part of the platform (collectively, the “Service”).
The Service allows you to discover, watch, listen and purchase content and acts as a distribution platform for Nisi original content. Service allows you to become a reseller of original content music created by Nisi.
The entity providing the Service in the European Economic Area, Switzerland and Globally is Fanadore Limited, a company incorporated and operating under the laws of Ireland, (Registered Number: xxxxxx), located at xxxxxx, Dublin x, Ireland (referred to as “Nisi”, “we”, “us”, or “our”). References to Nisi’s “Resellers” in these terms means any entity that registers for and is approved by Nisi as a Reseller of Nisi original content and Nisi music album titled “Embryonik”..
Your use of the Service is subject to the following terms, including, Nisi copyright policies, Privacy policies, Reseller policies (for those who register as a Nisi Reseller) and Disclaimer policy.
(2) WHO MAY USE THE SERVICE?
You may use the Service if you are at least 14 years old; however, children of all ages may use the Service if enabled by a parent or legal guardian. However, no person under the age of 18 years may register to become a Nisi Reseller and persons under the age of 18 years will NOT be approved as a Reseller by Nisi.
Permission by Parent or Guardian
If you are under 18, you must have your parent or legal guardian’s permission to use the Service. Please have them read this Agreement with you.
If you are a parent or legal guardian of a user under the age of 18, by allowing your child to use the Service, you are subject to the terms of this Agreement and responsible for your child’s activity on the Service.
If you are using the Service on behalf of a company or organisation, you confirm to us that you have authority to act on behalf of that entity, and that entity accepts this Agreement.
(3) YOUR USE OF THE SERVICE
Content on the Service
The content on the Service includes videos, audio (for example music and other sounds), graphics, photos, text (such as comments and scripts), branding (including trade names, trademarks, service marks, or logos), interactive features, software, analytics, and other materials (collectively, “Nisi-Content”). All Nisi content is owned by Nisi.
Permissions and Restrictions
You may access and use the Service as made available to you, as long as you comply with this Agreement and the law. You may view or listen to Content for your personal, non-commercial use.
The following restrictions apply to your use of the Service. You are not allowed to:
- access, reproduce, download, distribute, communicate to the public, transmit, broadcast, display, sell, license, alter, transform, modify or otherwise use any part of the Service or any Content except: (a) as specifically permitted by the Service; (b) with prior written permission from Service; or (c) as permitted by applicable law;
- circumvent, disable, fraudulently engage, or otherwise interfere with the Service including security-related features or features that: (a) prevent or restrict the copying or other use of Content; or (b) limit the use of the Service or Content;
- access the Service using any automated means (such as robots, botnets or scrapers);
- collect or use any information that might identify a person (for example, harvesting usernames), unless permitted by that person;
- use the Service to distribute unsolicited promotional or commercial content or other unwanted or mass solicitations (spam);
- cause or encourage any inaccurate measurements of genuine user engagement with the Service, including by paying people or providing them with incentives to increase a video’s views, likes, or dislikes, or to otherwise manipulate metrics;
- run contests on or through the Service;
- use the Service to view or listen to Content other than for personal, non-commercial use (for example, you may not publicly screen videos or stream music from the Service);
- use the Service to: (a) sell any advertising, sponsorships, or promotions placed on, around, or within the Service or Content, or (b) sell advertising, sponsorships, or promotions on any page of any website or application that only contains Content from the Service or where Content from the Service is the primary basis for such sales (for example, selling ads on a webpage where Nisi videos are the only content of value).
Any right not expressly granted to you in this Agreement remains the right of Service or the respective rights holders. This means that using the Service does not give you ownership of any intellectual property rights in the Content you access (including any branding used on or displayed in the Service).
Changes to the Service
Service is constantly changing and improving the Service. We may also need to alter or discontinue the Service, or any part of it, in order to make performance or security improvements, change functionality and features, make changes to comply with law, or prevent illegal activities on or abuse of our systems. Whenever reasonably possible, we will provide notice when we discontinue or make material changes to our Service that will have an adverse impact on the use of our Service. However, there will be times when we need to make such changes without notice, such as where we need to take action to improve the security and operability of our Service, prevent abuse, or meet our legal requirements.
(4) YOUR CONTENT AND CONDUCT
If you choose to upload Content, you must not submit to the Service any Content that does not comply with this Agreement or the law. For example, the Content you submit must not include third-party intellectual property (such as copyrighted material) unless you have permission from that party or are otherwise legally entitled to do so. You are legally responsible for the Content you submit to the Service. We may analyze your Content to help detect infringement and abuse, such as spam, malware, and illegal content.
Rights you Grant
You retain all of your ownership rights in your Content. What belongs to you remains yours.
Licence to Service
We not request or expect you to license your content to Service.
Licence to Other Users
We not request or expect you to license your content to Service or other users of the Service.
Removing Your Content
You may remove your Content from the Service at any time. You also have the option to make a copy of your Content before removing it. You must remove your Content if you no longer have the rights required by these terms.
Removal of Content By Service
If we reasonably believe that any Content is in breach of this Agreement or may cause harm to Service, our users, or third parties, we may remove or take down some or all of such Content. We will notify you with the reason for our action unless we reasonably believe that to do so: (a) would violate the law or the direction of a legal enforcement authority, or would otherwise risk legal liability for Service or our Affiliates; (b) would compromise an investigation or the integrity or operation of the Service; or (c) would cause harm to any user, other third party, Service or our Affiliates.
If you believe your copyright has been infringed on the Service, please send us a notice and we will investigate accordingly.
(5) ACCOUNT SUSPENSION AND TERMINATION
Terminations by You
You may stop using the Service at any time.
Terminations and Suspensions by Service for Cause
Service may suspend or terminate your access if: (a) you materially or repeatedly breach this Agreement; (b) we are required to do so to comply with a legal requirement or a court order; or (c) we reasonably believe there has been conduct that creates liability or harm to any user, other third party, Service or our Affiliates.
Terminations by Service for Service Changes
Service may terminate your access, to all or part of the Service if we reasonably believes that its provision of the Service to you is no longer commercially viable.
Notice for Termination or Suspension
We will notify you with the reason for termination or suspension by Service unless we reasonably believe that to do so: (a) would violate the law or the direction of a legal enforcement authority, or would otherwise risk legal liability for Service or our Affiliates; (b) would compromise an investigation or the integrity or operation of the Service; or (c) would cause harm to any user, other third party, Service or our Affiliates. Where Service is terminating your access for Service Changes, where reasonably possible, you will be provided with sufficient time to export your Content from the Service.
(6) ABOUT CONTENT IN OUR SERVICE
When the Service requires or includes downloadable content (such as Nisi Music Albums), you give permission for that content to download automatically to your device once a purchase of Nisi Music Content has been made by you and where the purchase transaction has been successfully completed.
Unless that content is governed by additional terms which provide a licence, Service gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive licence to use the content provided to you by Service as part of the Service. This licence is for the sole purpose of enabling you to use and enjoy the benefit of the Service and content purchased, as provided by Service, in the manner permitted by this Agreement. You are not allowed to copy, modify, transform, distribute, sell, or lease any part of the content, or to reverse-engineer or attempt to extract any music content from the downloaded Nisi Music Content purchased by you, unless laws prohibit these restrictions or you have Service’s written permission.
(7) OTHER LEGAL TERMS
We provide the Service with our best efforts and take every reasonable care and skill in the production of the Nisi-Content.
By law, consumers have certain rights that cannot be excluded or altered by a contract. Nothing in this Agreement affects those rights you have as a consumer. Other than as expressly stated in this Agreement or as required by law, Service does not make any specific promises about the Service.
Limitation of Liability
Nothing in this Agreement is intended to exclude or limit any party’s liability for: death or personal injury; fraud; fraudulent misrepresentation; or any liability that cannot be excluded or limited by law.
To the extent permitted by applicable law, Service and its Affiliates will not be responsible for:
- losses that were not caused by Service or its Affiliates’ breach of this Agreement;
- any loss or damage that was not, at the time that this Agreement was formed between you and Service, a reasonably foreseeable consequence of Service or its Affiliates breaching this Agreement; or
- the Content submitted by any user, or for the defamatory, offensive, or illegal conduct of any user.
If you are using the Service for the purpose of your trade, business or profession, (a “Business User”), to the extent permitted by applicable law, the following limitations of liability will also apply:
- Service and its Affiliates will not be responsible for lost profits, revenues, or data; loss of opportunity or anticipated savings; indirect or consequential losses, or punitive damages (in all cases whether such losses were foreseeable or not); and
- Service and its Affiliates’ total liability for any claims arising from or relating to the Service is limited to the greater of: (a) the amount of revenue that Service has paid to you from your use of the Service in the 6 months before the date of your notice, in writing to Service, of the claim.
The Service may contain links to third-party websites and online services that are not owned or controlled by Service. Service has no control over, and assumes no responsibility for such websites and online services.
(8) ABOUT THIS AGREEMENT
Modifying this Agreement
We may modify this Agreement to make changes to our Service or for legal, regulatory, or security reasons. Service will provide reasonable advance notice of any material modifications to this Agreement and the opportunity to review these changes. However, changes addressing newly available features of the Service or changes made for legal reasons may be effective immediately. Changes will only apply going forward. If you do not agree to the modified terms, you should remove any Content you uploaded and discontinue your use of the Service.
If it turns out that a particular term of this Agreement is not enforceable for any reason, this will not affect any other terms.
Service may transfer all or part of this Agreement to an Affiliate or, if Service is sold, to a third party.
If you do not comply with this Agreement and we do not take action immediately, this does not mean that we are giving up any rights that we may have (such as the right to take action in the future).
If you live in the European Economic Area, or Switzerland, this Agreement, and your relationship with Service under this Agreement, will be governed by the laws of your country of residence, and legal proceedings may be brought in your local courts. However, with regard to all other jurisdictions, Nisimusic has the exclusive right to decide on the location of any legal proceedings that may be brought under this agreement.
(9) RE-SELLER TERMS
You may become a re-seller for Nisi’s “Embryonik” music album by (1) Buying the Embryonik album on Nisimusic.com website and then (2) register on the Nisi Website to become a reseller. When you are verified and accepted as a Re-seller for Nisi’s Embryonik music album, you will receive a unique QR Code. You may then pass on that QR code to other people and if he/she purchases the Nisi Embryonik music album using “your” QR code as reference, you receive a financial “commission” from Nisi in respect of that album purchased. A typical “commission” amount per album sold, where your QR code was used as sales reference, is estimated at $1. This commission amount may vary depending on the retail sales price of the Embryonik album and Service reserves the right to alter the “commission” amount at any time by posting a notification of such change on the Nisimusic.com website.
Payment of Commission to Re-seller
The re-seller does not set the price of the Embryonik music album as that is determined by NisiMusic. Commission amounts are paid to the re-seller by Nisimusic on a monthly basis but Nisimusic may change frequency of payments at any time by placing a notification on the Nisimusic website. Commission payments can not be made by direct bank transfer or directly to a re-seller credit card. Commission payments are made to re-sellers via Paypal, Stripe only. Re-sellers would be required to register and acquire an account with one or all of Paypal and/or Stripe in order to receive commission. Furthermore, commission payments will only be paid when Nisimusic verifies that the re-seller QR code was used for the purchase of the Embryonik music album by a person and when payment has been received by Nisimusic for that purchase of the Embryonik music album.