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Terms of Service

Last updated: January 15, 2025

Welcome to Rhythlira Studios. These Terms of Service ("Terms") govern your access to and use of the Rhythlira Studios website, platform, tools, community features, and all related services (collectively, the "Service") operated by Rhythlira Studios ("Company," "we," "us," or "our"). By accessing or using the Service, you agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Service.

Please read these Terms carefully before using the Service. They contain important information about your legal rights, remedies, and obligations. By using the Service, you confirm that you have read, understood, and agree to be bound by all of the following terms and conditions.

1. Acceptance of Terms

By creating an account, accessing the platform, or otherwise using any part of the Service, you acknowledge that you have read and agree to these Terms of Service in their entirety. These Terms constitute a legally binding agreement between you and Rhythlira Studios. If you are accessing or using the Service on behalf of a business, organization, or any other entity, you represent and warrant that you have the authority to bind that entity to these Terms, in which case "you" and "your" will refer to that entity.

We reserve the right to modify, update, or replace these Terms at any time at our sole discretion. Material changes will be communicated via the email address associated with your account or through a prominent notice on the Service. Your continued use of the Service after such modifications constitutes your acceptance of the revised Terms. We recommend reviewing these Terms periodically to stay informed about any changes.

2. Eligibility

The Service is intended for individuals who are at least 18 years of age or the age of majority in their jurisdiction, whichever is higher. If you are under the age of 18, you may only use the Service with the involvement and consent of a parent or legal guardian who agrees to be bound by these Terms. By using the Service, you represent and warrant that you meet all eligibility requirements described in this section. We reserve the right to request proof of age at any time and to terminate or suspend accounts if we have reason to believe the eligibility requirements are not met.

You may not use the Service if you have been previously suspended or removed from the Service by us. You may not use the Service if you are located in a country embargoed by the United States or are listed on any United States government list of prohibited or restricted parties.

3. Account Registration and Security

To access certain features of the Service, you must create an account by providing accurate, current, and complete information as prompted during the registration process. You agree to update your account information promptly to keep it accurate, current, and complete at all times.

You are solely responsible for maintaining the confidentiality of your account credentials, including your password. You agree to notify us immediately of any unauthorized use of your account or any other breach of security. We will not be liable for any loss or damage arising from your failure to comply with this section.

3.1 Account Responsibilities

• You may not share your account credentials with any third party.
• You may not create multiple accounts for deceptive or abusive purposes.
• You are responsible for all activities that occur under your account, whether or not authorized by you.
• You must immediately notify us of any unauthorized access to or use of your account.
• We reserve the right to disable any user account at any time and for any reason, including if, in our sole opinion, you have violated any provision of these Terms.

4. Use of the Service

Rhythlira Studios grants you a limited, non-exclusive, non-transferable, and revocable license to access and use the Service for your personal or internal business purposes, subject to these Terms. This license does not include any right to resell or commercially use the Service or its contents; collect and use any product listings, descriptions, or prices; make any derivative use of the Service or its contents; download or copy account information for the benefit of any third party; or use any data mining, robots, or similar data gathering and extraction tools.

4.1 Prohibited Conduct

You agree not to engage in any of the following activities while using the Service:

• Violating any applicable laws, regulations, or third-party rights.
• Uploading, posting, or transmitting any content that is illegal, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, or otherwise objectionable.
• Impersonating any person or entity or falsely stating or otherwise misrepresenting your affiliation with a person or entity.
• Interfering with or disrupting the Service or servers or networks connected to the Service.
• Using automated scripts, bots, crawlers, or any other automated means to access the Service for any purpose without our prior written consent.
• Attempting to gain unauthorized access to any part of the Service, other accounts, computer systems, or networks connected to the Service.
• Harvesting or collecting email addresses or other contact information of other users from the Service.
• Uploading or transmitting any viruses, worms, or other malicious software or code.
• Using the Service to distribute unsolicited commercial messages ("spam") or advertisements.
• Reverse engineering, decompiling, disassembling, or attempting to derive the source code of any software used in connection with the Service.

4.2 Community Standards

As a community-driven platform, Rhythlira Studios expects all users to treat one another with respect and professionalism. Behavior that undermines the collaborative spirit of the platform — including but not limited to bullying, discrimination, hate speech, or targeted harassment — will result in immediate investigation and may lead to temporary or permanent suspension of your account without prior notice or refund.

5. User Content

The Service allows users to upload, submit, store, send, and receive content, including but not limited to music recordings, audio stems, samples, compositions, text, images, and other materials (collectively, "User Content"). You retain ownership of any intellectual property rights that you hold in your User Content.

By submitting User Content to the Service, you grant Rhythlira Studios a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the User Content in connection with the Service and Rhythlira Studios' business operations, including without limitation for promoting and redistributing part or all of the Service in any media formats and through any media channels. This license exists only for as long as you choose to include your User Content on the Service, and will terminate once you remove your User Content from the Service, except for content shared in collaborative projects which may persist as part of the completed work.

5.1 Content Representations and Warranties

You represent and warrant that:

• You own or have obtained all necessary rights, licenses, consents, and permissions to submit the User Content and to grant the license described above.
• Your User Content does not and will not infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, right of privacy, right of publicity, or any other intellectual property or proprietary right.
• Your User Content does not contain any material that is defamatory, obscene, illegal, threatening, or otherwise objectionable.
• Your User Content does not contain any unauthorized samples, recordings, or elements that belong to another party without proper clearance or license.

6. Collaborative Projects

Rhythlira Studios facilitates collaborative music projects between users. When you participate in a collaborative project, you agree that all contributions you make to that project become part of a shared work. Unless explicitly agreed upon in writing between all collaborators, each contributor retains ownership of their individual contribution but grants all other collaborators and Rhythlira Studios a non-exclusive license to use, reproduce, and distribute the collaborative work.

Rhythlira Studios does not mediate ownership disputes between collaborators. We strongly recommend that collaborators establish clear agreements regarding ownership, credit, and revenue sharing before beginning any project. Rhythlira Studios provides optional collaboration agreement templates but is not responsible for enforcing or interpreting any such agreements.

In the event of a dispute between collaborators, Rhythlira Studios reserves the right to restrict access to the disputed content until the matter is resolved. We may, at our sole discretion, remove or disable access to any collaborative content that is the subject of a valid intellectual property complaint.

7. Intellectual Property Rights

The Service and its entire contents, features, and functionality — including but not limited to all information, software, text, displays, images, video, audio, and the design, selection, and arrangement thereof — are owned by Rhythlira Studios, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

The Rhythlira Studios name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Rhythlira Studios or its affiliates or licensors. You must not use such marks without the prior written permission of Rhythlira Studios.

8. Third-Party Services

The Service may contain links to third-party websites, services, or resources that are not owned or controlled by Rhythlira Studios. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party websites or services. You acknowledge and agree that Rhythlira Studios shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods, or services available on or through any such third-party websites or services.

9. Termination

We may terminate or suspend your account and access to the Service immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach any provision of these Terms. Upon termination, your right to use the Service will immediately cease. If you wish to terminate your account, you may simply discontinue using the Service or contact us to request account deletion.

All provisions of these Terms which by their nature should survive termination shall survive termination, including without limitation ownership provisions, warranty disclaimers, indemnity provisions, and limitations of liability.

Upon termination, we may, but are not obligated to, delete your User Content from our servers. We recommend that you maintain your own backup copies of any User Content you submit to the Service.

10. Disclaimers and Limitation of Liability

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE. RHYTHLIRA STUDIOS DOES NOT WARRANT THAT THE SERVICE WILL FUNCTION UNINTERRUPTED, SECURE, OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY ERRORS OR DEFECTS WILL BE CORRECTED; THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR THAT THE RESULTS OF USING THE SERVICE WILL MEET YOUR REQUIREMENTS.

IN NO EVENT SHALL RHYTHLIRA STUDIOS, ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICE; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICE; (C) ANY CONTENT OBTAINED FROM THE SERVICE; AND (D) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.

11. Indemnification

You agree to defend, indemnify, and hold harmless Rhythlira Studios and its licensees and licensors, and their employees, contractors, agents, officers, and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs, or debt, and expenses (including but not limited to attorney's fees) arising from: (a) your use of and access to the Service; (b) your violation of any term of these Terms; (c) your violation of any third-party right, including without limitation any copyright, property, or privacy right; or (d) any claim that your User Content caused damage to a third party.

12. Governing Law

These Terms shall be governed and construed in accordance with the laws of the State of Colorado, United States, without regard to its conflict of law provisions. Any legal suit, action, or proceeding arising out of or related to these Terms or the Service shall be instituted exclusively in the federal courts of the United States or the courts of the State of Colorado, in each case located in the County of Jefferson, and you waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

13. Dispute Resolution

Any dispute, controversy, or claim arising out of or relating to these Terms, including the validity, invalidity, breach, or termination thereof, shall first be attempted to be resolved through informal negotiation. In the event that informal negotiations fail within thirty (30) days, either party may initiate binding arbitration administered by a recognized arbitration organization in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted in English and shall take place in Lakewood, Colorado. The arbitrator's decision shall be final and binding on both parties.

You agree that any arbitration shall be conducted on an individual basis and not in a class, consolidated, or representative action. If for any reason a claim proceeds in court rather than in arbitration, you hereby waive any right to a jury trial.

14. Severability

If any provision of these Terms is held to be unenforceable or invalid by a court of competent jurisdiction, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect.

15. Waiver

The failure of Rhythlira Studios to enforce any right or provision of these Terms will not be considered a waiver of those rights. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Rhythlira Studios.

16. Entire Agreement

These Terms, together with the Privacy Policy, Refund Policy, and any other legal notices or agreements published by us on the Service, constitute the entire agreement between you and Rhythlira Studios regarding the Service, and supersede and replace any prior agreements we might have had between us regarding the Service.