Terms of Service

Version 1.0,  February 12, 2024 

Welcome to Songally!

These terms and conditions (the “Terms”), together with any other terms referred to by us, constitutes a legally binding agreement between Pro Guitar Sweden AB, reg. no. 559116-3638 (“Songally”, “we”, “us”, “our”) and you, an end-user of our services, (“User”, “you”, “your” or “yourself”) with respect to your use of the Songally products and services made available to you through our website on www.Songally.com (“the Site”), or via our mobile applications distributed to you via a distribution provider, such as Appstore or Google Play, (collectively our “Services”) and your access to any content made available through our Services (including applications, videos, lessons and other materials) (“Content”) and your provision and publishing of content, e.g. via our Songally Editor/Forum (“User Content”). 

These Terms provide important information to you, including information about your obligations regarding your use of the Service and your Content and our limitation of liability to you.

Please note that Songally’s contact details and additional information in relation to the Services and other products and services provided by us always is to be found on the Site, and/or our mobile applications. Further. Also, these Terms relate to and are clarified and detailed through certain additional information set out on the Site and/or in our mobile applications (for example with regard to “to do’s”, certain technical issues, license information etc.), which forms an integral of the agreement between you and us.

1. Services

Provision of Services and technical requirements etc

1.1 We provide our Services to you via our website, Songally.com, or via different mobile applications. In order to access our Services, you will need an uninterrupted internet connection (with sufficient capacity) throughout your use of the Services. 

1.2 As set out above your use of the Services require uninterrupted internet connection and other communication, hardware and software requirements; as communicated by us from time to time on the Site and by other means of communication (including, but not limited to, e-mail, in-app notices, text messages). We will inform you about any additional technical requirements, such as regarding your mobile device or the browser you are using before your purchase or, if applicable, before you commence using our free Services. 

1.3 Our mobile applications, which among others include some of our tools, are available for your download and/or use in a web browser and/or purchase through App Store, Google Play and other distribution platforms (as advised by us from time to time). You acknowledge that the Terms are concluded between you and Songally and not with the provider of the distribution platform where you bought or accessed our Services. Songally is solely responsible for the Service and the Content thereof, and the distribution platform provider will never be liable towards you for the Services, any Content or our mobile applications. Please note that the distribution platform provider may have additional terms that will be applicable to your use of our Services.

2. Service Features

2.1 Our Services include different features and Content. The specific Content for any such Service (including those accessed for free) are described on our Site and/or on the distribution platforms. Please note that your access to purchased Content might be limited in time, calculated from your purchase/download. More information about the period the purchased Content will be accessible for you, if applicable, can be found on our Site and in our mobile applications. 

2.2 The range of Content of our Services is updated on a regular basis, and the Content available to you within our Services may thus vary over time. Your location and jurisdiction might also affect the Content shown. In addition, we reserve the right at any time to change Services or Content, including eliminating or discontinuing any Content or Services or other features in whole or in part, if we deem it necessary due to (i) security, integrity or technical reasons, (ii) changes in our licenses from third parties affecting our possibilities to make our Services and/or Content available to you, (iii) due to governmental or judicial regulations or decision applicable for or affecting us and/or our Services/Content, (iv) other reasons set out in these Terms, or (v) if we decide not to provide the relevant Service or the Content anymore. 

2.3 Content that is provided for free on our Site or in our mobile applications, e.g., which you may access without making a purchase, may be changed, amended or made unavailable without further notice. 

2.4 Unless otherwise set out herein, we generally strive to notify you of the major changes we make to our Services and Content thereof at least thirty (30) days prior to such change coming into effect for you. You agree that your continued use of the Services after such changes constitutes your acceptance of the relevant changes. If you do not agree with any of the changes of the Terms, you should not use the Services. 

3. Free Services and Paid Services

3.1 Songally offers different kinds of Services, either for free with or without registration of a member account (“free services”) or against a one-off payment or a subscription fee where you have continuous access to our Services over a definite period of time (“paid services”). Our free Services will have limited Content and all functionalities will not be available without payment. 

3.2 We will provide you with information about our different Services and their respective Content from time to time on the Site, and in the mobile applications, before you make your purchase.  

3.4 Please note that we may change the Content of the Services, from time to time, including eliminating or discontinuing the Services or other features of them in whole or in part.

4. Third-Party Services and Products

4.1 The Services may be integrated with or by other means linked to services, products, websites or similar that are provided by or sold by third parties (”Third Party Services”). Your use, purchase or interaction with Third Party Services may be subject to additional terms and conditions, i.e., in addition to what is set out in these Terms. Please also see our third party notices, available at the Site and in our mobile applications. 

4.2 Third Party Services are outside Songally’s control sphere. Songally can neither guarantee that the Services are compatible with such Third Party Services (including products purchased from third parties to which there are links in the Service), nor guarantee continuous and uninterrupted use of Third Party Services. Any Third Party Service (including purchase of products from third parties) are subject to such third parties’ applicable terms and conditions. Any complaints regarding Third Party Services and products shall be directed to such third parties. 

5. User Requirements

5.1 By registering with or using our Services, you represent, acknowledge, and agree that 

a) you have the right to enter into a binding agreement with us in accordance with applicable law, and 

b) you reside in a country where the Services are available. If and to the extent you are not of legal age in your home country, a parent or guardian of yours must consent to these Terms on your behalf. 

5.2 Notwithstanding the foregoing, if you are not at least 13 years old, you are not allowed to use our Service. If, following a notification from a parent, guardian, or discovery by other means, a child under thirteen (13) has been improperly registered on our site by using false information, Songally will with immediate effect cancel the underaged individual’s account and delete the relevant personal data from our records.

Order and Purchase

Right to withdrawal 

6.1 All our Services that are made available to you after registration of a member account, free as well as paid, are considered delivered by Songally immediately after your registration of a member account, and, if applicable, after your payment (if you purchase paid Services from us), all in accordance with the current requirements set out on the Site or in the mobile applications. You acknowledge and agree that our provision of such Services shall be considered completed as soon as your registration is completed (and, if your purchase regards our paid Services, after your payment) and we have confirmed your agreement with us and made the relevant Service available to you.  

6.2 However, if you change your mind and do not want to use our Services, you always have the right to terminate your use of our Services (and thus the agreement with us) without charge regardless how long you have used our Services. Termination within fourteen (14) days from your purchase will be treated as a withdrawal, meaning such termination will be in effect immediately. 

Payment (if applicable)

6.3 To the extent you have accepted the relevant Service agreement (including these Terms) and you want to access our paid Services, the following applies. 

6.4 Information about the features and Content of the different paid Services will be provided to you before you finalize your purchase. Our paid Services includes (i) one-time purchases (against a one-off payment), where you, for instance, get access to a specific video lesson or other Content, and (ii) subscriptions where you pay an annual, monthly or other defined period subscription fee and get access to all Content included in the chosen Service. 

6.5 In connection with your purchase, you will be requested to choose a specific payment service and payment model, unless your preferences are already set, e.g., when you make your purchase via a distribution platform and pay for our Services therein. You can choose to be billed monthly or annually, i.e., once a year for a subscription plan. Your choice of billing might affect the total fee for your subscription, even though the Content of the Service will be equal irrespective of your choice. Information about this will be provided to you by us and the relevant payment solution provider in connection with your choice of payment model, together with possibly applicable renewal terms and information on how and for what reasons you may terminate the relevant Service. 

6.6 All our fees include relevant taxes and duties applicable to your purchase in accordance with local laws in your country or territory of residence, e.g., VAT and similar.

6.7 A paid Service can be purchased directly from us, or from authorized third parties, including (for avoidance of doubt) your chosen distribution platform provider. Please note that in the latter case additional terms from such third parties may apply. Such distribution platform provider is however not liable to you for the Service provided by us. 

Changes of fees, taxes and effects of price changes

6.8 Songally may from time-to-time change fees and prices for our paid Services, including but not limited to amend the subscription models, fee structure and billing of such. Songally will inform you about any changes applicable to your subscription in due time before such amendments are implemented, and in connection therewith inform you about your alternatives, which may include a right to continued access at early agreed price(s), a right to early termination and other options, as presented from time to time. 

6.9 Changes in relevant taxes, official charges and duties and/or introduction of new taxes, official charges and duties in your territory may result in changes in our fees applicable to your purchase. 

6.10 We do not adapt our fees individually for you based upon automated decision-making. However, our fees may vary between different jurisdictions. 

6.11 You always have the right to terminate your subscription of our Services before the amendments of our fees enter into force. If you continue to use the relevant Services after the amendment has entered into force, the amendment shall apply to your subscription, to the extent permissible in applicable law. 

7. Your Use 

Registration of member account 

7.1 Your access to certain functions of the Service will require you to register a member account, either by providing the requested information directly to us or by using our options to create an account with information provided by a third party. If and when you register with or provide information to Songally, you agree to (a) provide accurate, current and complete information about yourself as prompted (including your email address, if applicable), to the extent required, and (b) update your credentials on a regular basis. Without receiving such information we cannot provide you our Services. 

7.2 You undertake to ensure that only you can use your login credentials. You shall not reveal the password to any unauthorized person and shall ensure that any documents or data files showing the username and password are stored in a way that prevents unauthorized access to the information. If you suspect that your login credentials have been compromised, you should change the password or notify us immediately.

7.3 You represent and warrant that you are not on any trade or economic sanctions lists, placed under embargo, or otherwise appear on “Denied Person’s List”, “Denied Entity List”, “Specially Designated Nationals” (issued by U.S. Department of Commerce) or similar. You also represent and warrant that you are not residing or being in a country or state placed under embargo or similar e.g., embargos or sanctions decided by the EU and the US, or otherwise plan to use the Services in such a country or state. 

Permitted use

7.4 You should only use the Services in compliance with these Terms and any additional terms and conditions applicable to your use or access of the Services or any Third Party Services (including those from the distributions platform provider where you download our mobile applications), as well as in compliance with all applicable laws and regulations. 

7.5 The Service and any Content therein are provided to you for your personal use only. You are not allowed to use the Services for commercial purposes or public performances, including but not limited to resell or distribute Services or Content. 

7.6 You are prohibited from using any kind of data mining, robots, or similar data gathering and extraction tools in connection with your use of the Service or by other means violating or attempting to violate the security of the Services.

7.7 You may only access our Services in geographic locations/jurisdictions where we have made our Services available. The available Content may vary by your geographic location and will be updated from time to time. 

7.8 For Third Party Services, additional restrictions may apply. 

Our right to suspend your account

7.9 If we suspect that your member account is misused or if your use of the Services otherwise violates these Terms or any applicable terms and conditions (including our User Code of Conduct and any other terms applicable to your use of your account and our Services), Songally has the right to suspend your account and interrupt any Services provided to you. Any prepaid fees will in such case be refunded, unless your possible misuse of the Service or breach of the Terms and/or the agreement in relation to the Services has caused us loss, expenses or damage. 

7.10 Songally has - at any time and for any reason (or no reason at all) - the right to, irrespective of the reason, assign the User with new login details.

Your right to delete your member Account

7.11 Should you remove your member account prior to terminating any active paid Services (if any), you may contact us for termination of any such Services. You can delete your member account at any time through the Services. Please note that removal of your account will result in suspended access to Services which require you to login, e.g., our paid Services and any Content therein. 

8. User Content

8.1 Some of our Services may offer interactive features which allow you, provided that a member account is registered and active, to submit or publish any material or content or links to third party content on areas of the Service accessible and viewable by other users of the Service and the public (“User Content”). 

8,2 You, alone, are solely liable and responsible for any User Content which you among others submit or publish when you use our Services. You represent and warrant that your User Content is (i) submitted or published in compliance with these Terms and any other additional terms and applicable laws, (ii) not infringing or violating any rights of us or any third party (including but not limited to any intellectual property rights) and (iii) that you, under all circumstances, own or otherwise have the right to submit or publish the User Content in our Services and share such User Content with us, and if applicable, other Users of our Services.  

8.3 Any User Content that you provide to us will be combined with other Content and user content provided by other users, from which it is not possible for us to extract your User Content. By submitting or publishing User Content, you grant us and other users of our Services a non-exclusive, world-wide, transferable, sub-licensable, perpetual, and irrevocable and royalty free license to your User Content, to, by any means, methods or technologies, use, distribute, publish, transfer, amend and modify your User Content in relation to the Services that you have been using. 

8.4 To the extent permitted by applicable law and to the extent applicable to your User Content, you waive any right to be acknowledged as the originator or creator of such User Content. 

8.5 We reserve the right to restrict, delete and edit any User Content without any reason and without providing you any notice beforehand. Please note that Songally may monitor any User Content but have no obligation or liability to you to do so. Songally is never liable for your User Content. You should therefore be very careful before you submit or publish any User Content in our Services. Songally reserves the right to take any action necessary due to unlawful activities or activities in violation of these Terms. 

8.6 To the extent any User Content includes your personal data, please read our Privacy Policy for more information about our processing of personal data. 

9. Maintenance, Support and Interruptions

Maintenance and updates

9.1 Songally will, unless otherwise expressly agreed, always provide the latest publicly available version of the Services (including mobile applications). We will provide updates and new features for the Services as they become available and provide you with updates and amendments in order to keep the Services in conformity with these Terms and secure. In some cases, you need to take action to update any mobile applications, if applicable. You are free to choose whether to install the updates provided. However, if you decide not to install the updates, you should not expect the Services, Content and related mobile applications to remain in conformity with these Terms. Your decision not to install updates that are necessary for keeping the digital content or digital service in conformity, including security updates, will affect our liability for conformity of those features of the Services which the relevant updates are supposed to maintain in conformity.

9.2 In addition to modifications of the Services aimed at maintaining conformity, Songally will, under certain conditions, modify or limit features and Content of the Services. This means that the range of Content available to you, both free and paid Content, may vary over time. This also means we might limit your access to paid Content, or Content which you have already bought access to. Valid reasons for such modifications could encompass cases where the modification is necessary to adapt the Services and related mobile applications to a new technical environment, an increased number of users, new or changed legal or contractual requirements affecting our ability to show you Content, or other important operational reasons. Songally will also add, remove, or change the scope of the Services if we have other valid reasons, such as developing and improving our services. We will inform you about any changes as soon as possible, and you always have the right to within thirty (30) days terminate our agreement with immediate effect if the change is of major importance for you. 

9.3 Although it is our ambition, we cannot guarantee to provide the Services to you at all time without technical disruptions. Therefore, we may have to restrict access to the Services in part or in whole, temporarily due to service, support, safety, or technical reasons. We will make reasonable efforts to give you prior notice of any significant disruption of our Services. Regular updates on possible interruptions of the Services, estimated duration of such events and other relevant information will be made available to you on the Site, text messages, in-app messages and/or e-mail. 

Support

9.4 Songally at all times monitors and follows performance of the Services and also provides general proactive and preemptive services to ensure that the Services and their Content are available with agreed functionality and performance for the duration of the agreement between you and us. Irrespective hereof and for various reasons, the Services may from time to time be subject to 

9.5 If you experience technical or performance related deviations from the from time-to-time valid specification of the Service in connection with your use of our Services, please check your internet connection to your device first. Thereafter, please check our FAQ page, for guidance and self-support in relation to the most frequently asked Service questions and matters.

9.6 We offer support for our Service(s) if they do not function properly. You can also submit a ticket to our online support using our contact form. We will use our reasonable efforts to respond to your request within reasonable time. If you need to talk to any of the members in our support team, we may schedule a time for such an appointment.

Bugs and defects

9.7 Should you consider the Service defective and wish to make a complaint, you need to notify us as soon as possible and within reasonable time from when you discovered the defect, using our contact form. If you identify a defect in a Service, you should try to mitigate the consequences of such defect, if possible. As a consumer, statutory rights for you as a consumer in relation to the time period during which you have a right to make a complaint will apply. Furthermore, possibly certain additional applicable statutory rights may apply for you with regard to remedies available relating to a defective Service, provided, however, that you are a consumer. 

10. Intellectual Property Rights 

10.1 Our Services, any Content and all intellectual property rights associated therewith, including but not limited to copyrights, trademarks, domains, algorithms, methods, know-how or similar, are and will always remain the sole and exclusive property of Songally, its affiliates and/or their respective licensors (including but not limited to open-source distributors and other non-proprietary license schemes). You are not granted any right, title, or interest in or to our Services or the intellectual property associated therewith, except as expressly granted to you in accordance with these Terms.

10.2 We reserve the right to limit or preclude access to the Services and included Content if such measures are necessary in order to safeguard intellectual property rights of third parties, e.g., following a notice of a possible copyright infringement.  

10.3 By accessing or purchasing our Services, you are granted a limited, non-exclusive and non-transferable right to access, display and use our Services and Content (including any downloaded mobile application, if applicable) in the geographic location where we have made that specific Service/Content available and on a device that you own or control for the duration agreed and, if applicable, paid for under the agreement relevant for the Service(s), including these Terms. 

10.4 You receive no rights and agree not to: (i) copy, sub-license, reverse engineer, lease, rent or assign any of our Services or any Content (including content in Third Party Services) or data included therein or associated therewith; or (ii) distribute or publish in whole or in part, modify, or create derivatives of our Services or any Content, material or data included therein. 

10.5 If and to the extent Songally’s Services, mobile applications and Content are subject to additional license terms from third parties (e.g. from open source distributors and our other licensors), we will refer to such license terms in our Third-Party notices, available at our website and in our mobile applications. We will inform you about the use and the terms of use of the open source and provide the terms and/or perform other measures that we are required to do in order to comply with such license terms. 

11. Term & Termination

11.1 These Terms and the agreement between you and us come into effect when you start using our Services by registering a member account. These Terms will remain in force until further notice as long as you have an account registered with us. If you remove or delete your member account, the agreement between us will automatically terminate. 

11.2 If we notice that you have not been logged in for 24 months and you do not have any active paid Services (i.e., subscription), we reserve the right to delete your member account. If we have contact details to you, we will make an attempt to contact you beforehand.

11.3 For paid Services, the following applies, in addition to what is stated above. 

a) One-time purchases: You will have access to your purchased Service for 10 years from your purchase, as long as nothing else is explicitly stated in connection with your purchase. Thereafter, the specific Service will cease automatically, and to re-access the Service you will have to make a new purchase. 

b) Subscriptions: Any subscription for the Services applies and remains valid until further notice. If you would like to terminate your subscription you may do so by filling in the termination form available at our website and in our mobile applications or any other termination method as set on our website or mobile applications from time to time. If you terminate your subscription, you will have access to the paid Services throughout the remaining subscription period, which you have paid for. 

11.4 Please note that even though your access to the relevant paid Service ceases in accordance with section 11.3, your member account will still be available to you, in accordance with what is stated above.

11.5 This section 11, and sections 10, 12, 13, 14 and 18 of these Terms shall survive termination. 

12. Legal Guarantees

 12.1 Songally may be obliged to provide certain legal guarantees to you regarding our Services and Content in accordance with applicable statutory consumer law in your jurisdiction. If that is the case, such legal guarantees granted to you in accordance with applicable law shall apply to your use and/or purchase of the Service and its Content, subject to the applicable conditions and limitations set out therein. 

12.2 It should be noted that the Content of our Services are reliant on (i) User Content and (ii) Third Party Services, which are published automatically without any pre-monitoring performed by us. The quality of any Content of the Services is therefore to some extent directly related to the quality such User Content and Third Party Services. Quality deficiencies that may impact the Content may thus not always be detected or detectable by the Services or by us.  

12.3 TO THE EXTENT NOTHING ELSE IS REQUIRED BY APPLICABLE LAW, SUCH AS CONSUMER LAW IN YOUR JURISDICTION; SONGALLY IS PROVIDING YOU THE SERVICES AND CONTENT TO YOU “AS IS”, WITHOUT ANY EXPRESSED OR IMPLIED WARRANTIES. WITHOUT LIMITING THE FOREGOING, WE EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, TITLE, ACCURACY AND COMPLETENESS, UNINTERRUPTED OR ERROR-FREE SERVICE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. THE FOREGOING APPLIES TO ANY THIRD PARTY SERVICES INCLUDED IN OR ACCESSED THROUGH OUR SERVICE, AS WELL. 

13. Limitation of Liability

 13.1 UNLESS CONTRARY TO MANDATORY LAW AND TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, SONGALLY’S AGGREGATE LIABILITY TO YOU UNDER THE AGREEMENT AND IN RELATION TO THE SERVICES SHALL, IN ANY CASE AND FOR ANY LEGAL REASON OR THEORY, BE LIMITED TO YOUR DIRECT LOSS OR DAMAGE AND TO AN AMOUNT NOT EXCEEDING SONGALLY’S ACTUALLY RECEIVED REVENUES FROM YOU FROM THE RELEVANT SERVICES DURING THE ONE MONTH PERIOD PRECEDING THE RELEVANT CLAIM.

13.2 THE LIMITATIONS SET OUT IN THIS SECTION 13 SHALL NOT APPLY IN CASE OF SONGALLY’S GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT.

14. Indemnity

14.1 If you are using our Services in breach of these Terms, any other applicable terms or in violation of applicable law, you shall indemnify and hold us harmless for all costs and expenses (including reasonable costs for legal advice) related to such breach. 

15. Disclaimer

15.1 Nothing in these Terms shall affect, exclude or in other ways alter mandatory consumer law applicable to you in your jurisdiction, which cannot be excluded or altered by an agreement between you and us. If and to the extent these Terms shall be considered to not comply with such mandatory laws, these Terms shall not be deemed null and void in those parts affected. Instead, the relevant parts of the Terms shall be adjusted accordingly.

16. Privacy

 16.1 Pro Guitar Sweden AB, reg. no. 559116-3638, is the controller of your personal data processed in connection with or via our Services. Any personal data provided by you to us or which we otherwise collect in connection with your use of the Service will be processed by us and our suppliers in accordance with our Privacy Policy, which can be found on the Site. 

17. Miscellaneous

17.1 Severability. If any provision shall be deemed by any court to be invalid, illegal, or unenforceable, such provision will be enforced to the maximum extent permissible by law, and the validity, legality and enforceability of the remaining provisions hereof shall not be affected or impaired.

17.2 Amendments. Subject to the provisions herein, we reserve the right to amend these Terms to the extent permitted by applicable law. We will inform you about the amendments in due time before such amendments enter into force. Your express consent or use of the Services, as applicable, after the date when the amended Terms enters into force will form your consent to our amendments. 

17.3 Assignment. You are not allowed to assign your obligations and/or your rights under these Terms. You acknowledge and agree that Songally may assign its rights and obligations under the agreement in relation to the Services (including these Terms) and, in such context, share or transfer information provided by you while using our Services, if any, to a third-party. You agree that the distribution platform provider, i.e. Apple/Google etc., has the right to benefit from these Terms, and, if necessary, apply these Terms (or any relevant specific provisions herein) towards you.

18. Governing law and disputes

Unless any applicable mandatory laws entitle you to any other dispute resolution venue than set out in section 18.1 below, our agreement (including these Terms and other applicable information) shall be construed in accordance with and be governed by the laws of Sweden, without regard to its conflicts of law principles. 

Subject to section 18.1, any dispute, controversy or claim arising out of or in connection with the agreement, including these Terms, or the breach, termination or invalidity thereof, shall be finally settled by Swedish public courts, with Stockholm District Court as first instance.

Irrespective of section 18.2 above, Songally shall always be entitled to instigate legal proceedings against you in the general or public courts in the country of your residence, or otherwise in accordance with statutory consumer law.

19. Contact details

19.1 If you have any feedback, comments, ideas, and suggestions of improvements of our Services or otherwise just want to contact us, you are welcome to contact us at contact@songally.com or at https://www.songally.com/contact