Terms of Service

1. General Provisions

1.1. These Terms of Service / General Terms and Conditions (the "Terms") apply to the use of our services offered by us via the https://mirelo.ai/ website ("Website") as well as any other media form, media channel, mobile website or mobile application related, linked, or otherwise connected thereto (collectively, the "Platform" and the service(s) offered via the Platform the "Service(s)") by you (the "User(s)," "you," or "your"). The Services are provided by Mirelo AI GmbH, Riedstraße 35, 72070 Tübingen, Germany, info@mirelo.ai, registered with the Local Court (Amtsgericht) of Charlottenburg Berlin, HRB 258001 ("Mirelo," "we," "us," "our").

1.2. You may use the Platform and Service either as Consumer or a Business Customer. "Consumer" is a natural person who is acting outside the scope of an economic activity and a "Business Customer" is a natural or legal person or a partnership with legal capacity who, when concluding a legal transaction, acts in the exercise of its commercial or self-employed professional activity.

1.3. If you are under 18 years of age (or the age of legal majority where you live), you may not use our Services.

1.4. Your access to and use of the Service, along with any generation and use of Output (as defined below), must comply with these Terms. In particular: (i) if you are accessing or using our Services at no cost (a "Free User"), you may only use the Services for non-commercial purposes; you can share at your own responsibility what you created on social media at the condition of crediting Mirelo AI in a clearly visible way (ii) if you choose a paid Service (a "Paid Plan User"), you may use the Services for commercial purposes. In any case your access, use of the Services, and any Output must still adhere to the use restrictions outlined in Section 5.

1.5. The contract language is English.

2. Description of the Service

2.1. The Service allows Users to create and edit sounds and music via a web-based application powered by AI technology. Users can upload their content, generate audio, and fine- tune it on an easy-to-use timeline to achieve perfect audio-visual integration. These sounds and music can be incorporated into Users' visual or multimedia projects.

2.2. The Service is designed to process various types of User-provided Input, including but not limited to code, videos, images, text, software, music (in various symbolic and audio formats), sound, audio, photographs, graphics, messages, and other materials (collectively referred to as "Input"). Based on this Input, the Service, through the use of AI Models (as defined below) generates and delivers audio Output ("Output") (Input and Output, collectively, the "Content").

2.3. For more details about the Service, please refer to the Service Description on the Website.

3. Conclusion of the Contract; Access to the Service

3.1. To use the Website and Service, you may need to register by creating a user account (the "Account"), which requires providing a name, email address, and password. Alternatively, you can register using an existing Google, LinkedIn, GitHub, or X account. During the initial registration process, by checking the checkbox labelled "I agree to the Privacy Policy and Terms of Service", you are submitting an offer to enter into an agreement to use the Website and Services in accordance with these Terms (the "Agreement"). If you choose a paid Service, you will be prompted to enter your payment information. You will also be notified that by clicking the button "Confirm Order and Pay", you authorize us to charge the applicable fees through your selected payment method. Otherwise, registration is free of charge. Before submitting your order, you can review and correct the information you have entered into the "Order Form". We will accept your offer by sending you a confirmation email.

3.2. If we accept your offer, we will send you an email after you've placed the order, which includes the Terms in a printable format. Please regularly check the spam folder of your email inbox.

3.3. The Order Form completed by the User and these Terms together constitute the entire Agreement between Mirelo and the User. You will receive the Agreement including these Terms together with information on the Services ordered as well as, if applicable, information on your right of withdrawal (see Section 9) by email upon acceptance of your offer by us or together with the notification thereof. The Agreement text will be stored by us after the conclusion of the contract, in compliance with applicable data protection regulations. You can access the Agreement text via a link in the confirmation email, but it will not be made accessible to you beyond that.

3.4. You agree to keep your password and access data secure and agree not to share it with third parties, unless necessary for the intended and permitted use of the Service and you acknowledge that you are responsible for all activities that occur under your Account and password.

4. Generating Content; Rights and License to your Content

4.1. You may transmit or otherwise provide Input to our Services. When you provide Input to our Services, you may receive Output generated and returned by one or more AI Models (as defined in this Section) based on Input. For clarity, while Output may be generated by our foundational and other artificial intelligence models (the "AI Models"), it does not include the AI Models themselves.

4.2. Input may include, without limitation, code, videos, images, text, software, music (in various symbolic and audio formats), sound, audio, photographs, graphics, messages, and other materials that you may provide to us through the Services. Your access to and use of the Services, including for the purposes of providing Input to the Services and receiving and using the Output from the Services, is subject to the use restrictions outlined in Section 5. We may enable you to download Output from some (but not all) of the Services; in such cases, you are permitted to use such Output outside of the Services but always subject to these Terms and the use restrictions outlined in Section 5. If you choose to make any of your Content publicly available through the Services or otherwise, you do so at your own risk.

4.3. Except as expressly stated herein, you retain all rights to your Input.

4.4. Subject to your compliance with these Terms, if you are a Paid Plan User, Mirelo grants you all its rights, title, and interest in and to any Output generated by you through the Service during the term of this Agreement. However, due to the inherent nature of machine learning, Mirelo does not guarantee that any copyright will be established for the Output. If you are a Free User, you agree to use Output you generate through the Service solely for lawful and non-commercial purposes; you can share what you created at your own responsibility on social media at the condition of crediting Mirelo AI in a clearly visible way.

4.5. You hereby grant to Mirelo a non-exclusive, perpetual, transferable, sublicensable, worldwide, royalty-free license to use, reproduce, store, modify, distribute, create derivative works from, perform, display, communicate, transmit, and otherwise make available your Input to provide the Services and to develop and improve the Services, including the use for the creation of new Output of third parties.

5. Responsibility for your Content; Use Restrictions

5.1. You are responsible for your Content. You may not provide Input or create Output for which you do not have all the necessary rights to grant us the license described above in Section 4.5. You represent and warrant that the Content, as well as our use of the Content, will not infringe upon the rights of any person or entity, nor will they cause harm to any individual or entity.

5.2. You agree not to submit Input or generate, in particular, any of the following Content through our Services:

• Content that infringes on third-party intellectual property rights, including copyrights and trademark rights
• Content that infringes on personal rights (e.g. with respect to another person's voice or image)
• Illegal or unlawful Content that violates any law, rule, regulation, or court order
• Content that is defamatory, offensive, libelous, morally objectionable, obscene, or pornographic, or that promotes discrimination, violence, terrorism, or racism
• Content that encourages criminal activity or provides instructions for illegal acts
• Content containing viruses, malware, or software designed to disrupt or limit functionality
• Content containing personal data about others (including images or voices) unless (i) the individual has given explicit consent, or (ii) a legal provision permits such use without consent
• Unauthorized advertisements for commercial products or services and/or promotion of multi-level marketing schemes
• Content disclosing third-party trade secrets in violation of applicable law

5.3. By using the Services, you agree to:

• Avoid actions that may compromise the functionality or security of the Services' technical infrastructure
• Not attempt to access content that is not intentionally made available through the Services
• Not modify, alter, translate, reverse-engineer, decompile, disassemble, or otherwise decipher the Services' source code or create derivative works, except as allowed by law
• Not use automated systems or software to extract data from the Services
• Not access other Users' accounts without their explicit consent
• Not use the Services to create or improve competing products or services, or to train AI models
• Not attempt to bypass subscription plan, usage or credit limits or other Service restrictions

6. Our Intellectual Property; License to use our Services

6.1. The technology, including AI Models, the dataset used to train our AI Models, excluding your Input, as applicable, ("Training Dataset"), and the software associated with the Service are the property of Mirelo, its affiliates, and licensors ("Software").

6.2. You may not copy, modify, create derivative works, reverse engineer, decompile, disassemble, or attempt to access the source code, nor sell, assign, sublicense, or transfer any rights in the Software. All rights not explicitly granted remain reserved by us.

6.3. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use our Services. Any unauthorized use of the Services beyond what is expressly permitted under these Terms, without our prior written consent, is strictly prohibited and will result in the termination of this license.

6.4. The name "Mirelo AI", together with our logos, product or service names, slogans and the general design and appearance of the Services are trademarks of Mirelo and may not be copied, imitated or used, in whole or in part, without our prior written permission.

7. Content Moderation

7.1. We respect the rights of others and expect you to do the same. We are not obligated to conduct random checks of the Content generated by Users to ensure compliance with legal regulations, third-party rights, or these Terms. However, we reserve the right to carry out voluntary checks of the Content, to investigate suspected misuse, and take appropriate action. This may include removing, temporarily suspending, or permanently deleting Content or your Account.

7.2. We will notify you promptly after any Content removal and provide advance notice of any intended Account suspension, including the reason and an opportunity for you to respond.

8. Free and Paid Plans; Payment; Termination

8.1. We offer various Service plans, which may include a free plan that allows you to access and use our Services with limited features or usage at no cost as a Free User ("Free Plan"). We may also provide a Pay-as-You-Go Credits option and different subscription plans ("Subscription"), which you can access as a Paid Plan User by paying a service fee (a "Paid Plan"). Details about our Free and Paid Plans, including applicable prices, are available at https://mirelo.ai/pricing.

8.2. If you choose a Free Plan or the Pay-as-You-Go Credits option, and your credits are depleted or your Free Plan usage limit is reached, you will need to make additional purchases or upgrade to a Subscription to maintain uninterrupted access to the Services.

8.3. By choosing a Paid Plan, you agree to pay the service fee as outlined in the order confirmation ("Service Fee"). Unless otherwise stated in our Service descriptions, the prices quoted are total prices that include statutory VAT.

8.4. When using the Pay-as-You-Go Credits option, the Service Fee is due immediately after placing the order. For Subscriptions, the Service Fee ("Subscription Fee") is due on the first day of the subscription period. Your Subscription will automatically renew at the frequency specified in the order confirmation.

8.5. Payments are made via one of the payment methods offered in the ordering process (e.g., Stripe, credit card, PayPal, bank transfer).

8.6. If a payment method offered through the payment service 'Stripe' is selected, payment processing will be handled by the payment service provider Stripe Payments Europe, Limited (SPEL), 1 Grand Canal Street Lower, Grand Canal Dock, Dublin, D02 H210 Ireland.

8.7. You can cancel your Subscription at any time through your Account, by contacting us directly, or by clicking the "Cancel Subscription" button. If you cancel a Subscription, the cancellation will take effect at the end of the current billing period.

8.8. Our right, as well as the User's right, to terminate the Agreement without notice for good cause remains unaffected.

9. Right of Withdrawal

When you have purchased our Services directly from us as a Consumer, you have a legal right to withdraw from your Agreement with us within 14 days of purchase.

Instructions on withdrawal

You have the right to withdraw from this contract within 14 days, without giving any reason. The withdrawal period will expire after 14 days from the day of the conclusion of the contract. To exercise the right of withdrawal, you must inform us:

Mirelo AI GmbH
Riedstraße 35
72070 Tübingen
Germany
info@mirelo.ai

of your decision to withdraw from this contract by an unequivocal statement (e.g., a letter sent by post or an e-mail).

Effects of withdrawal

If you withdraw from this contract, we shall reimburse to you all payments received from you, without undue delay and no later than fourteen days from the date on which we receive your notice of withdrawal. For this reimbursement, we will use the same payment method that you used for the initial transaction, unless expressly agreed otherwise with you.

10. Indemnification

You agree to indemnify, defend, and hold harmless us, our affiliates, and our respective directors, officers, employees, agents, successors, licensors and assigns from any third-party claims, lawsuits, or proceedings, including damages, court costs, and reasonable attorney fees, arising out of or relating to your use of the Service, any Content and use thereof, your violation of these Terms or your violation of any rights, especially intellectual property rights, of another, including through your generation or use of any Output, unless you are not at fault for the violation.

11. Liability for Defects; Disclaimers

11.1. We deploy all necessary resources to ensure the smooth operation and quality assurance of the Services. If you are a Paid Plan User, the statutory liability for defects rights apply. If you are a Free User, we are not obligated to remedy any defects, unless we fraudulently concealed a defect.

11.2. Mirelo may also need to temporarily suspend the Service for scheduled maintenance or due to technical requirements.

11.3. You acknowledge that we are not liable for Service interruptions or delays beyond our control.

11.4. No specific features of Services are guaranteed unless expressly stipulated in other sections of this Agreement.

11.5. Given the nature of machine learning, the Output generated through our Services may not be unique and could be similar or identical to existing material or Outputs provided to other Users.

12. Liability

12.1. Mirelo is solely liable for claims for damages by the User arising from injury to life, body, or health, or from the violation of essential contractual obligations ("Kardinalpflichten"), as well as liability for other damages resulting from intentional or grossly negligent breaches of duty by Mirelo, its legal representatives, or vicarious agents.

12.2. In the event of a violation of essential contractual obligations, Mirelo is only liable for the typical, foreseeable damage if it was caused by simple negligence.

12.3. The liability limitations in Sections 12.1 and 12.2 also apply in favour of Mirelo's legal representatives and vicarious agents if claims are made directly against them.

13. Data Use and Privacy

13.1. We comply with the General Data Protection Regulation (GDPR) and other applicable data protection laws. Details about how we process personal data are outlined in our Privacy Policy.

13.2. You acknowledge that we may process personal data relating to the operation, support, or use of our Services for our own business purposes.

14. Applicable Law and Competent Court

14.1. The law of the Federal Republic of Germany shall apply, excluding the UN Sales Convention.

14.2. Any disputes between the User and Mirelo arising from this Agreement will, to the extent permitted, be settled by the competent court in Berlin.

15. Online Dispute Resolution; Severability

15.1. As a provider of online service contracts, we are required to inform Consumers about the European Commission's Online Dispute Resolution (ODR) platform, which can be accessed at: https://ec.europa.eu/consumers/odr/.

15.2. The Agreement remains binding in its entirety, even if individual provisions are legally invalid.

16. Contact

For complaints, feedback, or questions regarding the Services, or to report any violations of these Terms, please contact us at support@mirelo.ai.