Terms and Conditions

The Terms and Conditions for Harmoni AI.

Terms and Conditions

Effective Date: May 15, 2024

Welcome to Harmoni ("we," "us," or "our"). These Terms and Conditions ("Terms") govern your access to and use of Harmoni's services, including our website, mobile applications, and any related services (collectively, the "Services"). By accessing or using our Services, you agree to be bound by these Terms. If you do not agree with any part of these Terms, you must not use our Services.

1. Acceptance of Terms

By registering for, accessing, or using our Services, you:

  • Acknowledge that you have read, understood, and agree to be bound by these Terms.
  • Represent that you have the legal capacity to enter into a binding agreement.
  • Agree to comply with all applicable laws and regulations.

2. Eligibility

Our Services are intended for users who are at least 18 years old. By using our Services, you represent and warrant that you are at least 18 years of age and have the legal authority to enter into these Terms.

3. Account Registration and Security

3.1 Account Creation

To access certain features of our Services, you may be required to create an account. When creating an account, you agree to:

  • Provide accurate, current, and complete information.
  • Maintain and promptly update your account information.
  • Keep your login credentials confidential and secure.

3.2 Responsibility for Account Activity

You are responsible for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account or any other breach of security.

4. Fees and Payment

4.1 Subscription Fees

Access to certain Services may require payment of subscription fees. You agree to pay all applicable fees in connection with your use of the Services.

4.2 Payment Terms

  • Billing: Fees are billed in advance on a recurring basis (e.g., monthly or annually), depending on your subscription plan.
  • Payment Method: You must provide a valid payment method. By providing payment information, you authorize us to charge all fees to such payment method.
  • Taxes: All fees are exclusive of taxes, and you are responsible for all applicable sales, use, and other taxes.

4.3 Changes to Fees

We reserve the right to change our fees upon reasonable notice. Fee changes will take effect at the start of the next billing cycle following the date of the fee change.

4.4 Refunds

All fees are non-refundable unless otherwise stated in these Terms or required by applicable law.

5. License and Access to Services

5.1 Limited License

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes.

5.2 Restrictions

You agree not to:

  • Reproduce, modify, distribute, or create derivative works based on the Services.
  • Reverse engineer, decompile, or disassemble any part of the Services.
  • Remove or alter any proprietary notices or labels.

6. User Content and Data

6.1 User Content

You may upload, submit, or transmit content, data, or materials ("User Content") through the Services. You retain all rights to your User Content.

6.2 License to User Content

By submitting User Content, you grant us a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, and display the User Content solely for the purpose of providing and improving the Services.

6.3 Responsibility for User Content

You represent and warrant that:

  • You have all necessary rights to submit the User Content.
  • Your User Content does not violate any laws or third-party rights.

7. User Conduct and Responsibilities

You agree to:

  • Use the Services only for lawful purposes and in accordance with these Terms.
  • Comply with all applicable laws, regulations, and industry standards.

8. Prohibited Uses

You agree not to:

  • Use the Services in any manner that could disable, overburden, or impair the Services.
  • Engage in any activities that infringe upon the rights of others.
  • Introduce any viruses, malware, or other harmful material into the Services.
  • Attempt to gain unauthorized access to any part of the Services or its related systems.

9. Intellectual Property Rights

9.1 Ownership

All rights, title, and interest in and to the Services, including all intellectual property rights, are owned by us or our licensors.

9.2 Trademarks

All trademarks, service marks, logos, and trade names associated with Harmoni are proprietary to us or our affiliates.

10. Third-Party Services and Links

Our Services may contain links to third-party websites or services that are not owned or controlled by us. We have no control over and assume no responsibility for the content, privacy policies, or practices of any third-party websites or services. You access such third-party services at your own risk.

11. Disclaimer of Warranties

11.1 "As Is" Basis

The Services are provided on an "AS IS" and "AS AVAILABLE" basis without warranties of any kind, either express or implied.

11.2 No Warranties

We disclaim all warranties, express or implied, including but not limited to:

  • Merchantability
  • Fitness for a particular purpose
  • Non-infringement
  • Accuracy or reliability of any content

11.3 No Guarantee of Results

We do not guarantee that the Services will meet your requirements, achieve any intended results, be compatible with your systems, or be uninterrupted or error-free.

12. Limitation of Liability

12.1 Exclusion of Certain Damages

To the fullest extent permitted by law, in no event shall we be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to:

  • Loss of profits
  • Loss of data
  • Business interruption
  • Loss of goodwill

12.2 Cap on Liability

Our total liability arising out of or related to these Terms shall not exceed the total amount paid by you to us for the Services in the twelve (12) months preceding the event giving rise to the liability.

12.3 Basis of the Bargain

The limitations of liability set forth in this section are fundamental elements of the basis of the bargain between you and us.

13. Indemnification

You agree to defend, indemnify, and hold harmless Harmoni, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, and suppliers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees arising out of or relating to:

  • Your violation of these Terms
  • Your use of the Services
  • Your User Content
  • Your violation of any law or the rights of any third party

14. Termination

14.1 Termination by You

You may terminate your account at any time by following the instructions within the Services or by contacting us.

14.2 Termination by Us

We may suspend or terminate your access to all or part of the Services without notice if:

  • You violate these Terms
  • We are required to do so by law
  • We discontinue the Services

14.3 Effects of Termination

Upon termination:

  • All rights granted to you under these Terms will cease.
  • You must cease all use of the Services.
  • Sections that by their nature should survive termination shall survive.

15. Governing Law and Dispute Resolution

15.1 Governing Law

These Terms and any disputes arising out of or related to them shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles.

15.2 Dispute Resolution

Any legal action or proceeding arising under these Terms will be brought exclusively in the federal or state courts located in San Francisco County, California, and the parties consent to personal jurisdiction and venue therein.

16. Changes to the Terms

We reserve the right to modify these Terms at any time. When we make material changes, we will provide you with notice as appropriate under the circumstances (e.g., by email or by posting a notice on our Services). Your continued use of the Services after the changes become effective constitutes your acceptance of the revised Terms.

17. Miscellaneous

17.1 Entire Agreement

These Terms, along with our Privacy Policy, constitute the entire agreement between you and us regarding the Services and supersede all prior agreements.

17.2 Severability

If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck, and the remaining provisions shall be enforced.

17.3 Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.

17.4 Assignment

You may not assign or transfer any of your rights or obligations under these Terms without our prior written consent. We may assign our rights under these Terms without restriction.

17.5 Force Majeure

We shall not be liable for any failure to perform our obligations where such failure results from any cause beyond our reasonable control, including but not limited to acts of God, labor disputes, war, acts of terrorism, riots, or governmental actions.

18. Contact Information

If you have any questions or concerns about these Terms, please contact us at:

Harmoni Ai, LLC.
Email: [email protected]

These Terms of Service were last updated on October 1, 2024.