HaiMusic Terms of Use
Effective Date: October 18, 2024
Welcome to HaiMusic.ai
This Terms of Use agreement (“Terms”) constitutes a legally binding agreement between you, whether personally or on behalf of an entity (“you” or “User”), and HaiMusic.ai (“Company,” “we,” “us,” or “our”), concerning your access to and use of the HaiMusic.ai website, as well as any other media form, media channel, mobile website or mobile application related, linked, or otherwise connected thereto (collectively, the “Site” and the “Services”).
By accessing our Site, creating an account, subscribing to our Services, or downloading any Generated Music, you acknowledge that you have read, understood, and agree to be bound by all of these Terms and our Privacy Policy, which is incorporated herein by reference.
If you do not agree with all of these Terms, then you are expressly prohibited from using the Site and the Services and you must discontinue use immediately.
1. Definitions
1.1. “Services” refers to all services provided through the Site, including but not limited to the tools for generating, browsing, searching, and downloading Generated Music, and any related user support.
1.2. “Generated Music” refers to music that is automatically generated by a User using the Services.
1.3. “Subscription” refers to a plan for which a User pays a fee to obtain a license to access and use the Services and Generated Music, which may be billed on a monthly or annual basis.
1.4. “Project” refers to any audiovisual or audio-only production created by you into which Generated Music is synchronized, including but not limited to online videos, films, advertisements, podcasts, presentations, and video games.
1.5. “Intellectual Property Rights” refers to copyrights, patents, utility model rights, design rights, trademarks, and other intellectual property rights, including the right to obtain or apply for registration of such rights.
1.6. “Agreement” refers to the combination of these Terms and the Privacy Policy.
2. User Accounts
2.1. Account Creation. To use our Services and license Generated Music, you must create an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete. You may not use a false identity or impersonate another person.
2.2. Account Security. You are responsible for safeguarding your password and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account. We are not liable for any loss or damage arising from your failure to comply with this security obligation.
2.3. Eligibility. You must be at least 18 years of age or the age of legal majority in your jurisdiction to create an account and use the Services. If you are using the Services on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity to this Agreement.
3. License Grant
3.1. License. Subject to your compliance with this Agreement and possession of an active Subscription, the Company grants you a non-exclusive, non-transferable, non-sublicensable, worldwide license to:
(a) Synchronize Generated Music into an unlimited number of Projects.
(b) Distribute, publicly perform, and display Projects containing Generated Music across all media, now known or hereafter devised, on a global basis.
(c) Use Generated Music in both commercial and non-commercial Projects.
3.2. Perpetual License for Published Works. For any Project created and published by you during your active Subscription term, the license granted herein is perpetual. This means that even if your Subscription expires, your previously published Projects remain licensed, provided you remain in compliance with this Agreement.
3.3. Restrictions After Subscription Expiry. Upon the expiration of your Subscription, you may not use any Generated Music in any new Projects. You will also lose the ability to access the Services to generate or download new music.
3.4. Client Work. If you are creating a Project for a client, you may extend the rights of this license to that specific client for that specific Project. You are responsible for ensuring your client adheres to the terms of this Agreement and you will be held liable for any breach by your client.
4. Fees, Payment, and Subscription
4.1. Subscription Fees. The prices for our Services are displayed on the Site. We reserve the right to change prices at any time, with prior notice to you. Price changes will take effect at the start of the next subscription period following the date of the price change.
4.2. Billing and Payment. You agree to pay all applicable fees and taxes for your Subscription. You authorize us or our third-party payment processor to charge your chosen payment method.
4.3. Automatic Renewal. To ensure uninterrupted service, your Subscription will automatically renew for the same period (monthly or annually) unless you cancel it through your account settings prior to the end of the current billing cycle.
4.4. Refund Policy. A full refund may be issued if you cancel your Subscription within 14 calendar days of the initial purchase or renewal date, provided that you have not downloaded any Generated Music during that period. No refunds will be granted if Generated Music has been downloaded or if the request is made after the 14-day period. For users in the European Union, you expressly request and consent to immediate performance and confirm that you thereby lose the right of withdrawal under Directive 2011/83/EU Art.16(m).
5. Intellectual Property
5.1. Ownership. You acknowledge that the Site, the Services, and all Generated Music, including all copyrights, neighboring rights, and other Intellectual Property Rights therein, are the exclusive property of the Company and its licensors. This Agreement grants you only the limited license specified in Section 3. No ownership rights are transferred to you.
5.2. Company Marks. You may not use the Company’s name, trademarks, or logos without our prior written consent.
5.3. AI Copyright Disclaimer. You acknowledge that music generated purely by artificial intelligence may not be eligible for copyright registration in certain jurisdictions. The Company makes no warranty or representation as to the copyrightability of the Generated Music. For high-value commercial projects, we recommend increasing the degree of human authorship by adding original human-created elements, such as vocals or instrumental overdubs, to your Project to strengthen any potential copyright claim in the final work.
6. Prohibited Uses
Any use of the Generated Music not expressly permitted by this Agreement is strictly prohibited and constitutes a material breach. You are strictly prohibited from the following:
6.1. Standalone Use. You may not distribute, sell, license, or otherwise make Generated Music available as standalone files or in any way where the Generated Music is the primary component of the product. This includes, but is not limited to, distributing them as part of a music library, sound effect collection, or on streaming platforms.
6.2. Content Identification Systems. You may not register, or allow any third party to register, any Project containing Generated Music with any content identification or copyright management system, such as YouTube Content ID, Instagram, TikTok, Facebook Rights Manager, or any similar or equivalent services on any platform.
6.3. Derivative Works. You may add vocals, live instruments, remix, rearrange, or otherwise adapt the Generated Music to create a derivative work (collectively, “Adaptations”), provided that:
(a) no Adaptation (including the underlying Generated Music) is registered with, or submitted to, any content-identification or copyright-management system (e.g., YouTube Content ID, Facebook Rights Manager);
(b) all metadata or credit lines for any Project containing an Adaptation include the notice: “Contains HaiMusic licensed music”; and
(c) you acknowledge that HaiMusic.ai retains all underlying rights in the Generated Music and that any exploitation of the Adaptation is subject to the limitations and warranties set forth in this Agreement.
For clarity, you may distribute an Adaptation on streaming services (Spotify, Apple Music, etc.) so long as conditions (a)–(c) are met.
6.4. Resale and Transfer. You may not resell, re-license, rent, lease, or otherwise transfer the rights to the Generated Music to any third party.
6.5. Unlawful or Inappropriate Content. You may not use Generated Music in connection with any content that is defamatory, libelous, obscene, illegal, hateful, discriminatory, or promotes violence or any unlawful act.
6.6. Claim of Ownership. You may not claim authorship or ownership of any Generated Music, in its original form or as edited within a Project.
6.7. Prohibition on Use for AI Training. You shall not, and shall not permit any third party to, use any Generated Music, or any part thereof, for any machine learning, artificial intelligence, or deep learning purposes, including but not limited to training, testing, or validating any AI models, algorithms, or generative systems.
6.8. Claim-Release Workflow.
(a) If your Project containing the Generated Music receives a Content ID claim, you must submit a dispute in YouTube Studio using the following template in the “Reason for dispute” field:
“This video contains music licensed from HaiMusic.ai under a paid subscription. Licence ID:. Please release the claim.”
(b) Within forty-eight (48) hours of receiving your written notice (including the video URL and Licence ID), HaiMusic.ai will contact the claimant or, where applicable, our fingerprint-management partner to whitelist the video or otherwise release the claim. You must file the request via the Claim-Release Form in your dashboard or by emailing support@haimusic.ai.
(c) Until the claim is released, advertisement revenue may be held by the platform. HaiMusic.ai shall not be liable for such temporary withholding provided the claim is released within a commercially reasonable timeframe.
7. Warranties, Disclaimers, and Limitation of Liability
7.1. Limited Warranty. HaiMusic.ai represents and warrants that, to the best of its knowledge and after commercially reasonable efforts, it possesses or controls the synchronization and neighboring rights necessary to grant the licence described in Section 3 for the Generated Music as delivered and used without modification beyond the scope permitted in Section 6.3. Except for the foregoing, HaiMusic.ai makes no other warranties and expressly disclaims any representation that the Generated Music will be free from third-party claims in all jurisdictions.
7.2. Disclaimer. EXCEPT FOR THE LIMITED WARRANTY SET FORTH IN SECTION 7.1, THE SITE, SERVICES, AND ALL GENERATED MUSIC ARE PROVIDED “AS IS” AND “AS AVAILABLE”. THE COMPANY EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
7.3. Limitation of Liability. Except in cases of willful misconduct or gross negligence by the Company, to the maximum extent permitted by law, in no event shall the Company, its affiliates, directors, employees, or licensors be liable for any indirect, punitive, incidental, special, consequential, or exemplary damages, including without limitation damages for loss of profits, goodwill, or other intangible losses, arising out of or relating to this Agreement or your use of the Services or Generated Music. This limitation applies to damages arising from, but not limited to, third-party claims, changes in third-party platform (e.g., YouTube, Instagram) policies, any interruption, suspension, or unavailability of the Services, or any changes in law or policy that render the Services unavailable in certain jurisdictions.
7.4. Maximum Aggregate Liability. IN NO EVENT SHALL THE COMPANY’S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU TO THE COMPANY DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
8. Indemnification
8.1. Indemnification by Us. Subject to Sections 6 and 7, we will defend, indemnify, and hold you harmless from any third-party claim alleging that unaltered Generated Music, when used in strict accordance with this Agreement, infringes that third party’s copyright, provided that you:
(i) promptly notify us in writing (within ten(10) days) of any such claim;
(ii) grant us sole control over the defence and settlement; and
(iii) cooperate with us at our expense.
Our indemnity obligation shall not apply to (A) Adaptations created by you, (B) any use that violates Section 6, or (C) claims arising from content supplied by you or any third party.
8.2. Indemnification by You. You agree to defend, indemnify, and hold harmless the Company and its affiliates, directors, employees, and agents from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable attorney's fees) arising out of or related to (a) your breach of this Agreement, particularly any violation of Section 6 (Prohibited Uses), or (b) your violation of any law or the rights of a third party.
9. Term and Termination
9.1. Term. This Agreement commences when you first use our Services and continues as long as you have an active Subscription.
9.2. Termination by You. You may terminate this Agreement by canceling your Subscription through your account settings. The termination will be effective at the end of the current billing period.
9.3. Termination by Us. We may, in our sole discretion, suspend or terminate your account and this Agreement immediately and without notice if we believe you have breached this Agreement.
9.4. Effect of Termination. Upon termination by you under Section 9.2, your right to create new Projects with Generated Music ceases, but the perpetual license for Projects created and published during your active Subscription remains in effect as per Section 3.2. However, if this Agreement is terminated by us due to your material breach (Section 9.3), all licenses granted to you hereunder, including any perpetual licenses for previously published works, shall immediately terminate. You must immediately cease all use of any Generated Music and take all reasonable steps to remove the Generated Music from any and all Projects, wherever published. Provisions of this Agreement that by their nature should survive termination shall survive, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
10. Governing Law and Dispute Resolution
10.1. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles.
10.2. Mandatory Arbitration. Any dispute, claim, or controversy arising out of or relating to this Agreement shall be determined by binding individual arbitration, not in a court of law. The arbitration shall be administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. Administrative fees and arbitrator compensation shall be split equally unless the arbitrator reallocates costs under the AAA Commercial Arbitration Rules.
10.3. Class Action Waiver. YOU AND THE COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. You expressly waive any right to file or participate in a class action lawsuit.
11. Copyright Notice Policy
11.1. Contact. If you believe that any music or other material provided on HaiMusic.ai infringes your copyright, please send an email to support@haimusic.ai with the subject line “Copyright Notice –”.
11.2. Required Elements. Your notice must include: (a) sufficient information to identify the allegedly infringing material; (b) proof of ownership (e.g., registration number, licence agreement); (c) your contact information; and (d) a statement that the information provided is accurate and that you are the copyright owner or are authorised to act on the owner’s behalf.
11.3. Response Time. Upon receipt of a complete and valid notice, HaiMusic.ai will review and, within five (5) business days, take appropriate action such as temporary removal or contacting the rightsholder for clarification.
11.4. No User-Generated Content. The HaiMusic.ai platform does not host or allow user-generated uploads; this notice procedure therefore applies only to materials made available directly by HaiMusic.ai.
12. General Provisions
12.1. Entire Agreement. This Agreement constitutes the entire and exclusive understanding and agreement between the Company and you regarding the Services and supersedes all prior oral or written understandings or agreements.
12.2. Severability. If any provision of this Agreement is held to be invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of this Agreement will remain in full force and effect.
12.3. Assignment. You may not assign or transfer this Agreement, by operation of law or otherwise, without our prior written consent. We may freely assign or transfer this Agreement without restriction.
12.4. Notices. Any notices or other communications provided by the Company under this Agreement will be given via email to the address you provide in your account.
12.5. Amendments. We reserve the right to modify these Terms at any time. If we make material changes, we will provide you with notice. Your continued use of the Services after such a modification constitutes your acceptance of the modified Terms.
12.6. Force Majeure. The Company shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond the Company’s reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation, acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor or materials, or denial-of-service attacks.