Terms of Service

Last revised: May 21, 2024

Please take the time to read muinmusicai.com/ on behalf of Millionsoft Software Technology Co. Ltd. ("Company", "we", "us" or "our"). Terms of Service for this website (collectively, the “Site”). The Site and any related mobile applications (“App”), as well as the content, tools, features and functionality available on or through our Site and App, are collectively referred to as the “Services”.

These Terms govern your access to and use of the Services. Please read these Terms carefully as they contain important information regarding your legal rights. By accessing and/or using the Services, you agree to these Terms. If you do not understand or agree to these Terms, please do not use the Services.

For purposes of these Terms, "you" and "your" refer to you as a user of the Services. If you are using the Services on behalf of a company or other entity, "you" includes both you and that entity, and you represent and warrant that (a) you are an authorized representative of that entity with the authority to bind that entity to these Terms, and (b) you agree to these Terms on that entity's behalf.

SECTION 9 CONTAINS AN ARBITRATION CLAUSE AND CLASS ACTION WAIVER. BY AGREEING TO THESE TERMS, YOU AGREE (a) TO RESOLVES ALL DISPUTES RELATING TO THE COMPANY SERVICES AND/OR PRODUCTS THROUGH BINDING, INDIVIDUAL ARBITRATION (WITH LIMITED EXCEPTIONS), WHICH MEANS THAT YOU ARE WAIVING YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, OR REPRESENTATIVE PROCEEDING, AS DESCRIBED BELOW. YOU HAVE THE RIGHT TO OPT OUT OF THE ARBITRATION CLAUSE AND CLASS ACTION WAIVER AS DESCRIBED IN SECTION 9.

Table of contents

1. Service Overview

2. Who can use the service

3. User Accounts, Subscriptions, and Free Trials

4. Location of our Privacy Policy

5. Rights we grant you

6. Ownership and Content

7. Third Party Services and Materials

8. Disclaimer, Limitation of Liability and Indemnity

9. Arbitration and Class Action Waiver

10. additional terms

1Service Overview

1.1 The Services allow you to submit prompts, instructions, and/or other content (which may include lyrics and/or audio files) as input (collectively, “Input Content”). The Services then utilizes artificial intelligence technology to generate output (which may take the form of or include sound recordings, musical compositions, lyrical content, other text, visual content, and/or other content) based on your Input Content (collectively, “Output”). You acknowledge and agree that we may use your Input Content and Output to train or otherwise improve our Services, including the artificial intelligence and machine learning models used in connection with the Services.

1.2 The Service may allow you to download copies of other users’ outputs, and similarly, other users may download copies of your outputs. You may only use other users’ outputs for your personal, non-commercial purposes. You promise and agree not to post or publish any outputs on any streaming platform or user-generated content platform (such as WeChat , Douyin , Xiaohongshu , Weibo , Bilibili and similar platforms) without our prior written consent or the prior written consent of the user who created the output.

1.3 By submitting any Input Content through the Services, you represent and warrant that you own or have obtained all rights, licenses, consents, permissions, powers and/or permissions necessary to submit and use (and allow us to use) such Input Content in and in connection with the Services, including for the generation of Output. You represent and warrant that the Input Content you submit in connection with the use of the Services (including the generation of Output) will not violate any laws or the rights, terms and conditions of any third party with respect to such Input Content, and will not violate any other licenses, or require any license, consent or authorization from, or payment of fees to, any other person or entity (or any third party that obtains any rights or obligations from us) arising out of or in connection with our use of the Input Content (including the creation of Output and Content). and/or training, development, fine-tuning or otherwise improving the Services.

1.4 You may not instruct the Service to generate any Output that is unlawful (including in violation of any applicable intellectual property rights, contractual restrictions or other applicable law), defamatory, infringing, obscene, excessively violent, pornographic, invasive of privacy or publicity rights, harassing, threatening, abusive, hateful, cruel, deceptive, or otherwise objectionable. You acknowledge and agree that the Company may, but is not obligated to, incorporate into the Service certain content filters or other similar measures designed to prevent certain Input Content from generating certain Output, such as Content that is unlawful, defamatory, infringing, obscene, excessively violent, pornographic, invasive of privacy or publicity rights, harassing, threatening, abusive, inflammatory, harmful, hateful, cruel or insensitive, deceptive, or otherwise objectionable.

2Who can use the service

You must be at least 13 years old to use the Services. Minors who are under the age of majority in their jurisdiction but at least 13 years old may use the Services only if the minor's parent or guardian accepts these Terms on the minor's behalf prior to using the Services. Children under 13 are not permitted to use the Services. By using the Services, you represent and warrant that you meet these requirements.

3. User Accounts, Subscriptions, and Free Trials

3.1 Creating and Protecting Your Account. To use the Services, you will need to create an account or link another account, such as your WeChat Account ("Account"). You agree to provide us with accurate, complete and updated information about your Account. You can access, edit and update your Account by visiting your user profile page on the Site. You are solely responsible for any activity on your Account and for maintaining the confidentiality and security of your password. We assume no liability for any actions or inactions by you related to your Account. If you know or have any reason to suspect that your account or password has been stolen, misappropriated or otherwise compromised, or if there is actual or suspected unauthorized use of your account, you must immediately notify us at contact@muinmusicai.com . If we have previously deleted your account, or we have previously prohibited you from using any of our services, you agree not to create any account unless we provide separate written consent.

3.2 Subscription Payments. If you purchase or subscribe to any of our Paid Services, you agree to pay us applicable fees and taxes in RMB . Failure to pay such fees and taxes will result in termination of your access to the Paid Services. You agree that (a) if you purchase a recurring subscription for any Service, we may store and continue to bill your payment method (e.g., credit card) to avoid such service interruption, and (b) we may calculate the taxes you should pay based on the billing information you provide to us at the time of purchase. We reserve the right to change our subscription plans or adjust the pricing of the Services at any time and in any manner, at our sole discretion. Unless otherwise provided in these Terms, any price change or change in subscription plans will be effective upon reasonable notice to you. All subscriptions are subject to payment terms in effect at the time of subscription payment. Payment may be made by credit card, debit card, or other method we offer. Subscriptions will not be processed until full payment is received, and any hold on your account by any other payment processor will be your sole responsibility. You acknowledge and agree that all information you provide in connection with your purchase (including, but not limited to, credit card, third-party payment or other payment information) is accurate, current, and complete. You represent and warrant that you have the legal right to use the payment methods you provide to us or our payment processors, including but not limited to any credit card you provide in completing a transaction.

3.3 Subscription Renewal and Cancellation. You agree that if you purchase a Subscription, your Subscription will automatically renew at the Subscription Period frequency referenced on the Subscription Page (or monthly if not specified) and at the then-current rates, and that your Payment Method will be automatically charged at the beginning of each new Subscription Period the fees and taxes applicable to that period. To avoid future Subscription charges, you must cancel your Subscription 7 days prior to your Subscription Period renewal date by canceling your Subscription through your Account Settings page on the Site or App or by emailing us at contact@muinmusicai.com to let us know that you want to cancel your Subscription.

3.4 Subscriptions are non-refundable. Except as expressly provided in these Terms, any Service subscription fees are non-refundable and no credits are provided for partially used periods. However, after you cancel your subscription, you will continue to have access to the paid Services until the end of the paid subscription period.

3.5 Free Trial. You may sign up for a trial account to obtain the paid portion of the Service, with the trial period commencing on the date you create your trial account and lasting for the period specified in your free trial confirmation email (or 7 days if not specified). If you are on a trial, you may cancel your trial at any time until the last day of the trial period by following the cancellation procedures outlined in Section 3.2 above. If you do not cancel your trial account at the end of your free trial period, and we have notified you that your account will be converted to a paid subscription at the end of your free trial period, you authorize us to charge your credit card or other designated billing method for continued use of the paid Service. However, you may cancel your subscription in accordance with Section 3.3 of these Terms. If you cancel your trial account at the end of your trial period or decide not to purchase the paid version of the Service, the content or data associated with your trial account will no longer be available to you, and the Company may delete or remove any such content or data.

3.6 Promotional Codes. We may offer certain promotional codes, referral codes, discount codes, coupon codes or similar offers (“Promotional Codes”) that may be redeemed for subscription discounts on our Services or other features or benefits associated with the Services, subject to any additional terms established by the Company. You agree that Promotional Codes: (a) must be used in a lawful manner; (b) must be used for the intended audience and purpose; (c) may not be copied, sold or transferred in any way, or made available to the public by you (whether by posting to a public forum, coupon collection service or otherwise), unless expressly permitted by the Company; (d) may be disabled or subject to additional conditions by the Company at any time and for any reason without any liability to the Company; (e) may only be used in accordance with the specific terms established by the Company for such Promotional Code; (f) may not be redeemed for cash or other credits or points; and (g) may expire before you use them.

4. Location of our Privacy Policy

4.1 Privacy Policy. Our Privacy Policy describes how we process the information you provide to us when you use the Services.

5 Rights we grant you

5.1 Right to Use the Services. We hereby permit you to use the Services, provided that you comply with these Terms in all such use. If any software, content or other materials owned or controlled by us are distributed to you as part of your use of the Services, we hereby grant you a personal, non-transferable, non-sublicensable, non-assignable and non-exclusive right and license to access and display such software, content and materials provided to you as part of the Services (and the right to download a single copy of the application to your applicable device or devices), in each case for the sole purpose of enabling you to use the Services as permitted by these Terms. Your access to and use of the Services may be interrupted from time to time for a variety of reasons, including, but not limited to, equipment failure, scheduled updates, maintenance or repairs of the Services or other actions that Company, in its sole discretion, may choose to take.

5.2 Restrictions on your use of the Services. You may not do any of the following when using the Services, unless applicable laws or regulations prohibit these restrictions or you obtain our written permission:

Download, modify, copy, distribute, transmit, display, perform, reproduce, copy, publish, license, create derivative works from, or offer for sale any proprietary software owned by Company and deployed for the Services, except for temporary files that are automatically cached by your web browser for display purposes or as expressly permitted in these Terms;

Impersonate another person to make unauthorized use of the Services, including providing Input that you do not have the right to use to create Output, or falsely state, imply, or otherwise misrepresent your affiliation with any person or entity (including by generating, making available, advertising, labeling, or otherwise using Output that indicates that such Output was created by or is otherwise associated with an individual other than its creator);

Copy, decompile, reverse engineer, disassemble or decode the Service (including any underlying ideas or algorithms), or attempt to perform any of the same;

use, copy or delete any copyright, trademark, service mark, trade name, slogan, logo, image or other proprietary symbol displayed on or through the Services;

Use automated software (bots), hacks, modifications (mods), or any other unauthorized third-party software designed to modify the Services;

use the Service or any other user’s Output for any commercial purpose, except as specifically permitted by Company in connection with your permitted use of the Service, such as your use of your Output for a commercial purpose permitted by these Terms;

Use the Services to create or develop any competing product or service, or to support, enable or train other artificial intelligence and machine learning models, tools or technologies;

Access or use the Services in any manner that could disable, overburden, damage, disrupt, or impair the Services or interfere with any other party's access to or use of the Services or use any equipment, software, or routine that causes any of the foregoing;

Attempt to gain unauthorized access to, interfere with, damage, or disrupt the Service, other users’ registered accounts, or computer systems or networks connected to the Service;

circumvent, remove, alter, disable, degrade or block any technological measure or content protection of the Services, including any content filters or other similar measures;

Use any robot, spider, crawler, scraper or other automatic device, process, software or query to intercept, "mine," scrape, extract or otherwise access the Service to monitor, extract, copy or gather information or data from or through the Service, or engage in any manual process to do the same;

Introduce any viruses, Trojan horses, worms, logic bombs or other material which is malicious or technologically harmful to our systems;

Submit, transmit, display, generate, create, perform, publish or store any content (including any input or output) that is unlawful, defamatory, infringing, obscene, excessively violent, pornographic, invasive of privacy or publicity rights, deceptive, misleading, harassing, abusive, hateful or cruel, or otherwise use the Service or any output in any manner (or in connection with any purpose, program, activity, product or service) that is infringing, obscene, excessively violent, harassing, hateful, deceptive, misleading, cruel, abusive, pornographic, or that incites, organizes, promotes or facilitates violent or criminal activity;

Submit any personal information of anyone under the age of 13 through the Services;

use the Services in violation of any third-party software license terms (defined below);

Violate any applicable laws or regulations in connection with your access to or use of the Services; or access or use the Services in any manner not expressly permitted by these Terms.

5.3 Beta Products. We may, from time to time, at our sole discretion, include certain testing or beta features or products in the Services (“Beta Products”), as we designate from time to time. Your use of any Beta Product is entirely voluntary. Beta Products are provided “as is” and may contain errors, bugs, defects or inaccuracies that may cause malfunctions, corruption or loss of data and information from any connected device. You acknowledge and agree that all use of any Beta Product is at your sole risk. You agree that once you use a Beta Product, your content or data may be affected to the extent that you may not be able to revert to a prior non-beta version of the same or similar functionality. In addition, if such a reversion is possible, you may not be able to return or restore data created in the Beta Product to a prior non-beta version. If we provide any Beta Product to you on a closed beta or confidential basis, we will notify you of certain circumstances regarding your use of the Beta Product. With respect to any such confidential Beta Product, you agree not to disclose, divulge, display or otherwise make available any Beta Product without our prior written consent.

5.4 Use of the App. You are responsible for providing the mobile device, wireless service plan, software, internet connection and/or other equipment or services required to download, install and use the App. We do not guarantee that the App will be accessible and usable on any particular device or through any particular service plan. We do not guarantee that the App will be available in any particular geographic location or that orders for our paid services can be placed from any particular geographic location. As part of the Service, in order to update you about delivery status, you may receive push notifications, native client notifications, text messages, picture messages, alerts, emails or other types of messages sent directly to you related to the App (“Push Messages”). You acknowledge that when you use the App, your wireless service provider may charge you data, text messaging and/or other wireless access fees, including fees associated with Push Messages. You can control Push Message settings and may opt-in or opt-out of these Push Messages (with the possible exception of infrequent important service announcements and administrative messages) through the Service or the operating system of your mobile device. Please check with your wireless service provider to determine what fees you will be charged for accessing and using the App, including fees for your receipt of Push Messages from Company. You are solely responsible for any fees, costs or expenses incurred in downloading, installing and/or using the App on your mobile device, including your receipt of Push Messages from Company.

5.5 Mobile Software from the Apple App Store. The following terms and conditions apply to you only if you use the Application from the Apple Inc. (“Apple”) App Store. If any other terms and conditions in these Terms are less restrictive than or conflict with the terms and conditions in this paragraph, the more restrictive or conflicting terms and conditions in this paragraph will apply, but only with respect to your use of the Application from the Apple App Store. You acknowledge and agree that these Terms apply only between you and the Company, not Apple, and that Apple has no responsibility or liability for the Application or its content. Your use of the Application must be subject to the applicable terms of use for the App Store. You acknowledge that Apple has no obligation to provide any maintenance and support services with respect to the Application. In the event of any failure of the Application to conform to any applicable warranty, you may notify Apple and Apple will refund the purchase price, if any, for the Application to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Application, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be governed solely by these Terms. You and Company acknowledge that Apple is not responsible for addressing any claims by you or any third party relating to the App or your possession and/or use of the App, including, but not limited to: (a) product liability claims, (b) any claim that the App fails to conform to any applicable legal or regulatory requirement, and (c) claims arising under consumer protection or similar legislation. You and Company acknowledge that 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, Company, and not Apple, 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. When using the App, you must comply with the applicable third-party terms of agreement. You and Company acknowledge and agree that Apple and Apple’s subsidiaries are third-party beneficiaries of these Terms as they relate to your use of the App, and that, upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary.

5.6 Third-Party Software. The Services include our artificial intelligence and machine learning models and may use certain third-party software (“Third-Party Software”). Your access to and use of such Third-Party Software (including through your use of the Services) may be subject to additional terms and conditions of such Third-Party Software provider (“Third-Party Software License Terms”), which you agree to abide by. We will endeavor to notify you of such additional terms and conditions.

6. Ownership and Content

6.1 Ownership of the Services. The Services, including its "look and feel" (e.g., text, graphics, images, logos, etc.), proprietary content, information and other material, and any technology used to generate any output, are protected by copyright, trademark, and other intellectual property laws. You agree that the Company and/or its licensors own all right, title, and interest in and to the Services (including any and all intellectual property rights therein), and you agree not to take any action inconsistent with such ownership interests. We and our licensors reserve all rights in and to the Services and all related content (except Your Content (defined below)), including, without limitation, the proprietary right to create derivative works.

6.2 Ownership of Trademarks. The Company name, trademarks, logos, and all related names, logos, product and service names, designs and slogans are trademarks of the Company or its affiliates or licensors. Other names, logos, product and service names, designs and slogans that appear in the Services are the property of their respective owners, who may be affiliated with, connected to, or sponsored by us.

6.3 Your Content

In using the Services, you may post, upload or submit content and other information (such as your Input Content) that you own and control on or through the Services ("Your Content"). As between the Company and you, the Company does not claim any ownership rights in Your Content, including any output generated by you in response to submitting Your Input Content to the Services, provided that the Company or its affiliates or their respective licensors own and will continue to own the Services and any and all other software or technology used to generate any Output. Subject to your compliance with these Terms (including, without limitation, Section 6.4), you may use Your Output for personal and commercial purposes, and we permit you to download a copy of the Output including audio files for such purposes.

In order to operate the Services, we may need to obtain certain license rights from you to your Content so that the actions we take in operating the Services will not be considered illegal. Therefore, by using the Services and uploading your Content, you grant us and our affiliates, successors, assigns, and designees a license to access, use, host, cache, store, copy, transmit, display, publish, distribute, and modify your Content to operate, improve, promote, and provide the Services, including copying, transmitting, displaying, publishing, and distributing output based on your input Content, and training or otherwise improving or modifying the artificial intelligence and machine learning models associated with the Services. For clarity, this grant includes all rights necessary to grant the Company and its affiliates, successors, assigns, and designees to copy, store, modify, distribute, create derivative works from, perform, display, communicate, transmit, and otherwise use, monetize, advertise, promote, market, and improve the Company’s products and services, including the Services, in any and all media now known or later developed. You agree that these rights and licenses are royalty-free, fully paid, transferable, sublicensable, assignable, worldwide, perpetual and irrevocable, and include the right for us to make Your Content available to, and to pass on those rights to, others, and to otherwise allow access to or disclose Your Content to third parties if we determine that such access is necessary to comply with our legal obligations. For clarity, no compensation or other payment will be paid to you by Company or any of our affiliates, successors, assigns and designees as a result of any use of Your Content as permitted under these Terms.

As part of the foregoing license grant, you agree that other users of the Service may have the right to comment on and/or tag your Content and/or use, publish, display, modify or include copies of your Content as part of their own use of the Service, including downloading and using your output for personal, non-commercial purposes as described in Section 1.2 above; provided, however, that the foregoing shall not apply to any Content that you privately post for non-public display on the Service. To the maximum extent permitted by applicable law, you irrevocably waive any and all so-called "moral rights" or "moral rights" that may exist in or associated with your Content, and Company reserves the right and has the absolute discretion to remove, screen, filter, edit or delete any of your Content at any time and for any reason without notice.

By posting or submitting Your Content through the Services, you represent and warrant that you own or have obtained all rights, licenses, consents, permissions, powers and/or authorizations necessary to post or submit Your Content and to grant the rights granted herein to Your Content. You agree that Your Content will not contain material that is subject to copyright or other proprietary rights owned or controlled by any third party unless you have the necessary licenses or are otherwise legally entitled to post that material and grant us the licenses set forth above.

6.4 Attribution. If you exploit or otherwise publicly use any Output or any content incorporating any Output (in whole or in part), including by distributing the Output in the form of or as part of an audio or audiovisual recording made available through any third-party application, website, or platform, then you agree to include credits, notices, or other indicators (e.g., in track titles, in the credits section, etc.) in connection with such use that conspicuously indicate that such Output was generated using the Services. Such notices will be in a form and manner that is reasonable and practicable for the relevant use. In addition, you grant the Company and our affiliates, successors, assigns, and designees a worldwide, fully paid-up, sublicensable, transferable, perpetual, and irrevocable right (but not the obligation) to identify to the public (whether publicly or non-publicly using the Services) that the Output (or any content thereof) was generated using the Services, in the form and manner determined by us in our sole discretion.

6.5 Notification of Infringement – DMCA (Copyright) Policy

If you believe that any text, graphics, photos, audio, video, or other material or work uploaded, downloaded, or appearing on the Service has been copied in a way that constitutes copyright infringement, you may submit a notification to our Copyright Agent as follows: Pursuant to Section 17 U.S.C. 512(c) of the Digital Millennium Copyright Act (“DMCA”), by providing the following information in writing:

Identification of the copyrighted work claimed to have been infringed;

Identification of the allegedly infringing material that is requested to be removed, including a description of where it is located on the Service;

Information for our copyright agent to contact you, such as an address, telephone number, and email address;

A statement that you have a good faith belief that the identified allegedly infringing use is not authorized by the copyright owner, its agent, or the law;

A statement, made under penalty of perjury, that the above information is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf; and

A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright or exclusive right that is allegedly infringed.

By email to contact@muinmusicai.com . It is our policy, in appropriate circumstances and at our sole discretion, to disable or terminate the accounts of users who repeatedly infringe the copyrights or intellectual property rights of others.

Users of the Services who upload or post material that is identified as infringing as described above may provide a counter-notification pursuant to Sections 512(g)(2) and (3) of the DMCA. When we receive a counter-notification, we may, in our sole discretion, reinstate the posting or material in question. To file a counter-notification with us, you must provide a written communication (by fax, regular mail, or email) that sets forth all of the items required by Sections 512(g)(2) and (3) of the DMCA. Please note that you may be liable for damages if you materially misrepresent that content or activity is not infringing the copyrights of others.

6.6 Ownership of Feedback. We welcome feedback, comments, and suggestions for improvements to the Service ("Feedback"). You acknowledge and expressly agree that any Feedback contribution does not confer or grant you any right, title, or interest in or to the Service or any such Feedback. All Feedback becomes the sole and exclusive property of the Company, and the Company may use and disclose the Feedback in any manner and for any purpose without further notice or compensation to you, and without you retaining any proprietary or other rights or claims. You hereby assign to the Company any and all right, title, and interest you may have in and to any and all Feedback (including, without limitation, any patents, copyrights, trade secrets, trademarks, know-how, proprietary technology, moral rights, and any and all other intellectual property rights).

7 Third Party Services and Materials

7.1 Use of Third-Party Materials in the Services. Certain Services may display, include or make available content, data, information, applications, software or materials from third parties (“Third-Party Materials”), or provide links to certain third-party websites. Third-Party Materials include open source software or other third-party software included in artificial intelligence and machine learning models that you access or use through the Services, such as third-party large language models. By using the Services, you acknowledge and agree that the Company is not responsible for examining or evaluating the content, accuracy, completeness, availability, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third-Party Materials or Websites. We do not warrant or endorse and do not assume or have any liability or responsibility for any Third-Party Services, Third-Party Materials or Third-Party Websites, or for any other materials, products or services of third parties. Third-Party Materials and links to other websites are provided solely as a convenience to you. Your access to and use of Third-Party Materials may be subject to additional terms and conditions of the providers of such Third-Party Materials, and you agree to abide by those terms and conditions.

8 Disclaimer, Limitation of Liability and Indemnity

8.1 Disclaimer.

YOU ACCESS AND USE THE SERVICES AND ANY OUTPUT ARE AT YOUR OWN RISK. YOU UNDERSTAND AND AGREE THAT THE SERVICES AND ANY OUTPUT ARE PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS. WITHOUT LIMITING THE FOREGOING, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY AND ITS PARENTS, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, PARTNERS AND LICENSORS (COLLECTIVELY, THE "COMPANY ENTITIES") DISCLAIM ALL EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

The Company Entities make no warranties or representations and assume no responsibility and liability for: (a) the completeness, accuracy, availability, timeliness, security, or reliability of the Service and any Output; (b) any infringement of any third party’s rights by your use of any Output; (c) any damage to your computer system, loss of data, or other harm resulting from your access to or use of the Service; (d) the operation or compatibility with any other application or with any particular system or device; (e) whether the Service will meet your requirements or be available on an uninterrupted, secure, or error-free basis; and (f) the deletion or failure to store or transmit your content (including input and output) and other communications maintained by the Service.

The output generated by the Service is intended for entertainment purposes only. The Service is not error-free and may generate output that contains incorrect information. No advice or information, whether oral or written, obtained from a Company Entity or through the Service will create any warranty or representation not expressly made herein. You should not rely on the Service or any Output for advice of any kind, including medical, legal, investment, financial or other professional advice. No Output is a substitute for the advice of a qualified professional.

Due to the nature of artificial intelligence and machine learning, your output may not be unique, and the Service may generate the same or similar output for third parties. Other users may provide similar input to the Service and receive the same output from the Service. Input submitted by other users is not your input (even if it is the same input you submitted to the Service), and output requested by other users and generated for other users is not your content.

The Company Entities take no responsibility and assume no liability for any Content (including any Output) created, uploaded, posted, sent, received, or stored on or through our Services by you, other users, or third parties.

You understand and agree that you may be exposed to Content that may be offensive, illegal, misleading, or otherwise inappropriate, and that the Company Entities are not responsible for such content.

8.2 Limitation of Liability. TO THE EXTENT NOT PROHIBITED BY LAW, YOU AGREE THAT IN NO EVENT SHALL THE COMPANY ENTITIES BE LIABLE FOR (A) DAMAGES OF ANY KIND, INCLUDING INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOSS OF USE, DATA OR PROFITS, BUSINESS INTERRUPTION, OR ANY OTHER DAMAGE OR LOSS ARISING OUT OF OR IN CONNECTION WITH YOUR USE OR INABILITY TO USE THE SERVICES), HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE), EVEN IF THE COMPANY ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (B) FOR ANY OTHER CLAIM, DEMAND OR DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THESE TERMS, THE OUTPUT OR THE DELIVERY, USE OR PERFORMANCE OF THE SERVICES OR OUTPUT. THE COMPANY ENTITIES’ TOTAL LIABILITY TO YOU FOR ANY DAMAGES FINALLY AWARDED SHALL NOT EXCEED ONE THOUSAND YEARS ( ¥ 1000.00 ), OR THE AMOUNT PAID, IF ANY, BY YOU TO THE COMPANY ENTITIES FOR THE SERVICES (OR PRODUCTS PURCHASED WITHIN THE SERVICES) IN THE PAST SIX (6) MONTHS GIVING RISE TO THE The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.

8.3 Indemnification. By entering into these Terms and accessing or using the Services, you agree that you shall defend, indemnify and hold harmless the Company Entities from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys’ fees and costs) arising out of or related to: (a) your breach or violation of any term of these Terms or any applicable law or regulation; (b) your violation of any rights of any third party, including through any Output generated or used by you; (c) your misuse of the Services; (d) your Content, or (e) your negligence or willful misconduct. If you are obligated to indemnify any Company Entity under this Agreement, you agree that Company (or the applicable Company Entity, in its sole discretion) will have the right to control any action or proceeding and determine, in its sole discretion, whether Company wishes to settle and, if so, on what terms, and you agree to cooperate fully with Company in the defense or settlement of such claim.

9 Arbitration and Class Action Waiver

9.1 PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND HAVE A JURY HEAR YOUR CLAIMS. IT CONTAINS MANDATORY BINDING ARBITRATION PROCEDURES AND A CLASS ACTION WAIVER.

9.2 Informal Process First. You and the Company agree that, in the event of any dispute, either party will first contact the other and make a good faith ongoing effort to resolve the dispute before resorting to more formal means of resolution, including but not limited to any court action, by first allowing the receiving party 30 days to respond. You and the Company each agree that this dispute resolution process is a condition precedent that must be satisfied prior to initiating any arbitration against the other party.

9.3 Arbitration Agreement and Class Action Waiver. After the informal dispute resolution process, any remaining disputes, controversies, or claims (collectively, “Claims”) relating in any way to the Company Services and/or Products (including the Services and any Output) and any use, access, or lack of access will be resolved by arbitration, including the threshold question of whether a Claim is arbitrable. Judgment on the arbitration award may be entered in any court with jurisdiction over the matter. Any arbitration under these Terms will be conducted on an individual basis – class arbitrations and class actions are not permitted. You understand that by agreeing to these Terms, you and the Company are each waiving the right to a trial by jury or to participate in a class action or class-wide arbitration.

9.4 Exceptions. Notwithstanding the foregoing, you and the Company agree that the following types of disputes will be resolved in a court of competent jurisdiction:

Disputes or claims that fall within the jurisdiction of small claims court, subject to the jurisdictional and monetary limitations that may apply, so long as it is brought and maintained as an individual dispute and not in a class, representative, or consolidated action or proceeding;

Disputes or claims in which the only form of relief sought is injunctive relief (including public injunctive relief); or intellectual property disputes.

9.5 Arbitration Fees. Unless you demonstrate that any such fees and expenses owed by you under these Rules would be substantially more expensive than a court litigation, the Company will pay any such fees and expenses the arbitrator deems necessary to prevent the arbitration from being prohibitively expensive compared to the cost of a court litigation (which may be reimbursed as described below).

9.6 Opt-Out. You have the right to opt-out and not be bound by the arbitration provisions set forth in these Terms by sending written notice of your decision to opt-out to contact@muinmusicai.com . Such notice must be sent to the Company within thirty (30) days of your first registration to use the Service or agreeing to these Terms; otherwise, you are obligated to arbitrate disputes on a non-class basis under these Terms. If you only opt-out of the arbitration provisions and not the class action waiver, the class action waiver will still apply. You cannot opt-out of only the class action waiver and not the arbitration provisions. If you opt-out of these arbitration provisions, the Company will not be bound by them either.

9.7 Waiver of Rights to Bring Class and Representative Claims. To the maximum extent permitted by applicable law, you and the Company each agree that any litigation to resolve any dispute, claim, or controversy will be brought and conducted only in your respective individual capacities and not as part of any class (or purported class), consolidated, multi-plaintiff or representative action or proceeding (a “class action”). You and the Company agree to waive your right to participate as a plaintiff or class member in any class action. You and the Company expressly waive any ability to maintain a class action in any forum. If a dispute is subject to arbitration, the arbitrator shall not have the authority to consolidate or consolidate claims, proceed on a class basis, or render an award against any person or entity that is not a party to the arbitration. In addition, you and the Company agree that the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a class proceeding. However, for the avoidance of doubt, you may seek public injunctive relief to the extent authorized by law and subject to the exceptions set forth above.

If this Class Action Waiver is limited, void, or unenforceable, then unless the parties mutually agree, the parties’ agreement to arbitrate with respect to this proceeding will be null and void for so long as the proceeding is permitted to proceed as a class action. If a court decides that the limitations in this paragraph are deemed invalid or unenforceable, then any putative class action, private attorney general or consolidated or representative action must be brought in a court of proper jurisdiction, rather than in arbitration.

10 Additional Terms

10.1 Text Messages and Phone Calls. Certain portions of the Services may allow us to contact you by phone or text message. You agree that the Company may contact you by phone or text message (including by an automatic telephone dialing system) at any telephone number you provide or on your behalf, in connection with your use of the Services, including for marketing purposes. You understand that you are not required to provide this consent as a condition of purchasing any Paid Services. You also understand that you can opt out of receiving text messages from us at any time by replying to a text message with the word “STOP” on the mobile device on which you receive text messages, or by contacting contact@muinmusicai.com . If you do not opt out, we may contact you as set forth in the Privacy Policy.

10.2 Updating These Terms. We may modify these Terms from time to time, in which case we will update the "Last Revised" date at the top of these Terms. If we make material changes, we will use reasonable efforts to attempt to notify you, such as by email and/or placing a prominent notice on the home page of the Site. However, it is your responsibility to review these Terms from time to time to review any such changes. The updated Terms will be effective upon posting, or on a later date specified in the updated Terms. Your continued access or use of the Services after the changes become effective will be deemed your acceptance of the modified Terms. Any modifications will not apply to disputes that were already initiated for arbitration prior to the time the Terms were changed.

10.3 Termination of License and Your Account. All licenses granted by the Company will automatically terminate if you breach any provision of these Terms. In addition, the Company may suspend, disable or delete your account and/or the Services (or any part of the foregoing) for any reason or no reason, with or without notice. If the Company deletes your account for an alleged violation of these Terms, you are prohibited from re-registering for the Services under a different name. If your account is deleted for any reason, the Company may, but is not obligated to, delete any of your Content. The Company assumes no liability for any failure to delete or remove your Content. All sections of these Terms that by their nature should survive termination shall continue in full force and effect after any termination of these Terms by the Company or you. Termination will not limit any other rights or remedies the Company may have at law or in equity.

10.4 Modifications to the Service. The Company reserves the right to modify, change, update or eliminate the features, navigation, appearance, functionality and other elements of the Service and any aspect, part or functionality thereof, including modifications to Section 3, at any time without any liability. You may access Party Software through the Service.

10.5 Injunctive Relief. You agree that a breach of these Terms will cause irreparable harm to the Company for which monetary damages would be inadequate, and that the Company shall be entitled to equitable relief in addition to any remedies it may have under these Terms or at law, without the need for the posting of a bond, other security, or proof of damages.

10.8 Miscellaneous. If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. These Terms and the licenses granted hereunder may be assigned by Company, but may not be assigned by you without Company’s prior express written consent. No waiver by either party of any breach or default hereunder shall be deemed a waiver of any preceding or subsequent breach or default. The section headings used herein are for reference purposes only and shall not be construed to have any legal effect. The Services are operated by us in the United States. Those who choose to access the Services from outside the United States do so on their own initiative and are responsible for compliance with applicable local laws. These Terms shall be governed by the laws of the State of New York, without regard to its conflict of law rules, and the proper venue for any disputes arising out of or relating to any of the Terms will be the arbitration venue set forth in Section 9 or, if arbitration is not applicable, the state and federal courts located in New York County, New York.