SORAMI Terms of Service
Last Updated: August 17, 2026
1. Introduction
These Terms of Service ("Terms") govern your use of SORAMI, a classical music learning platform operated by SORAMI LLC ("we", "us", or "Company") and our websites, applications, software, AI-enabled performance-analysis tools, music-learning features, content, subscriptions, and related services that link to or expressly incorporate these Terms (collectively, the "Service"). By registering for or using our Service, you agree to be bound by these Terms and our Privacy Policy, which is incorporated into these Terms by reference. Please read them carefully before using the Service.
IMPORTANT NOTICE: THESE TERMS CONTAIN A BINDING ARBITRATION PROVISION, A CLASS-ACTION WAIVER, AND A JURY-TRIAL WAIVER IN SECTION 17. THESE PROVISIONS AFFECT HOW DISPUTES BETWEEN YOU AND SORAMI MAY BE RESOLVED. PLEASE READ SECTION 17 CAREFULLY, INCLUDING YOUR RIGHT TO OPT OUT OF ARBITRATION.
These Terms are provided in English and are intended for users in the United States. These Terms, together with the English-language Privacy Policy, govern only individuals who access or use the U.S. version of the Service or otherwise contract with SORAMI under the U.S. version of the Service. If you reside in, access the Service from, or are offered the Service through SORAMI's Japan-facing service, the separate Japanese-language terms of service and privacy policy made available for that service will govern instead. If there is a question as to which terms apply, SORAMI may determine the applicable terms based on your residence, the version of the Service through which you registered, your billing information, and other reasonably relevant information.
If you access or use the Service on behalf of a company, school, or other organization, you represent and warrant that you have authority to bind that organization to these Terms. In that case, "you" and "your" refer to both you and that organization.
2. Eligibility
You must be at least 13 years of age to use this Service. By using the Service, you represent and warrant that you are at least 13 years old; that you are located in the United States or otherwise authorized by SORAMI to use the U.S. version of the Service; that you have not previously been suspended or removed from the Service for a violation of these Terms or applicable law; and that your use of the Service complies with all applicable laws, rules, and regulations. If you are between 13 and 17 years of age, you may only use the Service under the supervision of, and with the express prior consent of, a parent or legal guardian, who agrees to be bound by these Terms on your behalf and accepts responsibility for your use of the Service. SORAMI LLC reserves the right to request verification of parental consent at any time and to suspend accounts where such consent cannot be confirmed. A parent or legal guardian who permits a minor to use the Service represents and warrants that they have reviewed and accepted these Terms, including the dispute-resolution provisions, on the minor's behalf. The Service is currently available to users in the United States only. SORAMI does not represent that the Service is appropriate, available, or lawful for use outside the United States. Persons who access the Service from outside the United States do so at their own initiative and are responsible for compliance with applicable local law. SORAMI may restrict access based on a user's location, residence, payment method, account information, or other indicators of eligibility.
3. Account Registration
To use the Service, you must create an account and provide accurate, current, and complete information. You are responsible for maintaining the confidentiality of your account credentials. You may not transfer or share your account with others or permit another person to access the Service using your account credentials. You must promptly notify SORAMI at contact@sorami-music.com of any actual or suspected unauthorized access to or use of your account. You may not create an account using false information, an identity that is not lawfully yours, or information intended to impersonate another person. SORAMI may, in its sole discretion, refuse registration, require additional information or verification, reclaim usernames, restrict access to features, suspend or terminate accounts, or investigate account activity if SORAMI reasonably believes that account information or activity is inaccurate, misleading, fraudulent, unlawful, abusive, creates a security or legal risk, or violates these Terms or applicable law. Except to the extent resulting from SORAMI's gross negligence or willful misconduct, SORAMI is not responsible for losses arising from unauthorized use of your account before you notify SORAMI and SORAMI has had a reasonable opportunity to act on that notice.
4. Description of Service
SORAMI is an AI-powered classical music education platform offering the following features:
- Performance analysis and music theory/interpretation training, integrated around the piece the user is working on
- General educational information regarding copyright and rights-management concepts (not legal advice, copyright clearance, or licensing guidance)
5. AI-Generated Content
Feedback, analysis, and suggestions provided through the Service are generated by artificial intelligence. These are educational resources only and do not constitute professional musical instruction or legal advice. We make no warranty regarding the accuracy, completeness, or suitability of AI-generated content for any particular purpose. Use of this Service does not guarantee any specific outcome, including but not limited to professional performance opportunities, competition results, or career advancement.
AI-generated feedback, analysis, suggestions, scores, and other outputs may be inaccurate, incomplete, unavailable, delayed, or unsuitable for your circumstances. Such outputs are probabilistic and may not reflect musical, pedagogical, technical, legal, or factual accuracy. You are solely responsible for independently evaluating all outputs and determining whether and how to rely on them.
Without limiting the foregoing, SORAMI does not provide legal services, legal advice, copyright clearance, license procurement, or any determination concerning the ownership, copyrightability, licensing status, fair use, or permitted use of any musical work, sound recording, performance, sheet music, accompaniment, or other content. Any copyright or rights-management information made available through the Service is general educational information only and is not a substitute for advice from a qualified attorney.
SORAMI may modify, suspend, discontinue, or limit any portion of the Service or any AI feature at any time, with or without notice and without liability, subject to applicable law and any express commitment made to paid subscribers under these Terms.
6. Fees and Payment
The Service offers the following plans:
- Free Plan: One performance analysis only
- Individual Plan: $9.99/month (full access; performance analyses are subject to the fair-use limits displayed in the Service)
All payments are processed through Stripe, Inc. We do not store your credit card information on our servers.
Subscription Authorization and Automatic Renewal. YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW ON A MONTHLY BASIS UNLESS AND UNTIL YOU CANCEL IT. By enrolling in the Individual Plan, you authorize SORAMI and its third-party payment processor to charge your designated payment method the then-applicable subscription fee, plus applicable taxes and other disclosed charges, at the beginning of each recurring monthly billing period. The subscription price, billing interval, and cancellation method will be disclosed to you at or before enrollment.
Cancellation. You may cancel through your account settings ("Plan & Billing" in the in-app settings menu) or by contacting us at contact@sorami-music.com. To avoid a renewal charge, you must cancel before the renewal date shown in your account or billing confirmation. Unless required otherwise by applicable law, cancellation takes effect at the end of the current paid billing period, and you will retain access to paid features through that period.
Except as expressly stated by SORAMI in writing or required by applicable law, all fees are non-refundable and non-creditable. Cancellation does not entitle you to a refund or credit for any unused portion of a paid billing period. Nothing in these Terms limits any nonwaivable consumer right.
Changes to Fees or Subscription Terms. SORAMI may change subscription fees, features, or billing terms prospectively upon notice as required by applicable law. If a change affects your subscription, we will provide notice through the Service, by email, or through another legally permitted method before the change takes effect. Your continued use of the paid Service after the effective date of the change constitutes acceptance of the revised subscription terms, subject to your right to cancel before the change takes effect.
Payment Authorization; Taxes. You represent and warrant that you are authorized to use the payment method you provide. You are responsible for all applicable sales, use, value-added, or similar taxes associated with your purchase, excluding taxes based on SORAMI's net income.
Failed Payments and Chargebacks. If a payment cannot be processed, is reversed, or is subject to a chargeback, SORAMI may suspend or terminate access to paid features, require payment through another method, and pursue payment of amounts properly due to the extent permitted by law. You agree not to initiate a chargeback or payment dispute except in good faith after giving SORAMI a reasonable opportunity to resolve the issue.
7. User Content (Performance Recordings)
You retain ownership of any performance recordings and other content you upload to the Service ("User Content").
By uploading, submitting, or otherwise making User Content available through the Service, you grant SORAMI LLC, its affiliates, contractors, and service providers a non-exclusive, worldwide, royalty-free, fully paid-up, license, sublicensable solely to SORAMI's affiliates, contractors, and service providers acting on SORAMI's behalf to provide the Service, to host, reproduce, transmit, process, analyze, adapt, display internally, and otherwise use that User Content solely as reasonably necessary to: (a) provide, maintain, secure, support, troubleshoot, and make available the Service; (b) generate and deliver the AI analysis, feedback, and other Service features you request; (c) investigate, prevent, or address fraud, abuse, security incidents, or violations of these Terms; and (d) comply with applicable law and enforce SORAMI's legal rights.
SORAMI does not sell User Content. SORAMI may disclose or make User Content available to service providers, including cloud, authentication, and AI-model providers, only as reasonably necessary to operate and provide the Service, subject to contractual and technical safeguards where appropriate. SORAMI does not authorize its AI-model providers to use User Content to train or improve their general-purpose AI models, subject to the applicable agreements with those providers.
SORAMI's intended product design is to delete Performance Recordings from its active systems promptly after the requested AI analysis is completed. Temporary processing copies, transmission buffers, security logs, disaster-recovery backups, and records retained as reasonably necessary for legal compliance, fraud prevention, security, dispute resolution, or enforcement may persist for a limited period. SORAMI does not guarantee deletion from systems outside its reasonable control or where retention is required by law.
You represent and warrant that: (a) you own or control all rights necessary to submit the User Content and grant the license in these Terms; (b) your User Content does not infringe, misappropriate, or otherwise violate any intellectual-property, privacy, publicity, contractual, or other right of any person or entity; (c) you have obtained all necessary permissions, consents, licenses, and releases from every person whose voice, image, likeness, personal information, or performance appears in the User Content; (d) your User Content does not contain malicious code or unlawful, harmful, defamatory, obscene, or abusive material; and (e) you have all rights necessary to submit any musical work, sound recording, accompaniment, sheet music, or other third-party content embodied in the User Content.
You acknowledge that SORAMI does not obtain any ownership interest in your User Content. However, SORAMI may generate analyses, feedback, scores, observations, and other outputs from User Content through the Service. As between you and SORAMI, SORAMI retains all right, title, and interest in the Service, AI Features, methodologies, models, prompts, interfaces, and underlying technology used to generate those outputs, excluding your underlying User Content.
SORAMI has no obligation to review User Content but may remove, restrict, preserve, disclose, or report User Content or related account information if SORAMI reasonably believes doing so is necessary to operate the Service, address a security or legal concern, enforce these Terms, respond to legal process, or protect SORAMI, its users, or others.
8. Intellectual Property
The Service, including all software, technology, AI Features, interfaces, designs, text, graphics, trademarks, service marks, logos, music-learning materials, analyses, feedback, outputs, compilations, databases, and other content made available by SORAMI, excluding User Content ("SORAMI Content"), is owned by SORAMI or its licensors and is protected by intellectual-property and other applicable laws.
Subject to your compliance with these Terms, SORAMI grants you a limited, personal, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Service and SORAMI Content solely for your personal, non-commercial use of the Service.
Except as expressly permitted in these Terms, you may not copy, reproduce, modify, distribute, display, perform, publish, transmit, create derivative works from, sell, license, scrape, reverse engineer, decompile, disassemble, exploit, or otherwise use the Service or SORAMI Content without SORAMI's prior written consent. All rights not expressly granted are reserved by SORAMI and its licensors.
SORAMI, its logos, and other SORAMI marks are trademarks or service marks of SORAMI or its licensors. You may not use those marks without SORAMI's prior written consent.
9. Prohibited Uses
You may not, and may not encourage or assist another person to:
- violate applicable law, these Terms, or another person's rights;
- submit, upload, use, reproduce, analyze, or transmit content without all necessary rights, permissions, licenses, consents, and releases;
- use the Service to obtain legal advice, copyright clearance, licensing determinations, or other professional advice;
- use the Service or AI-generated output as the sole basis for a legal, educational, professional, financial, medical, or other material decision;
- access, interfere with, disrupt, damage, or attempt to gain unauthorized access to the Service, accounts, systems, networks, or data;
- upload or transmit malware, malicious code, or other harmful material;
- reverse engineer, decompile, disassemble, decode, or otherwise attempt to derive source code, models, prompts, system architecture, or underlying ideas from the Service, except to the limited extent prohibited by applicable law;
- scrape, crawl, harvest, index, extract, or use automated means to access the Service or SORAMI Content without SORAMI's written consent;
- use the Service, User Content, SORAMI Content, or AI-generated output to develop, train, benchmark, evaluate, or improve a competing product, service, model, or dataset;
- circumvent technical measures, rate limits, access restrictions, security features, or payment controls;
- impersonate another person, misrepresent your identity or affiliation, or submit false or misleading information; or
- use the Service for unauthorized commercial purposes.
10. Intellectual-Property Complaints; Repeat Infringers
SORAMI respects intellectual-property rights and may remove, disable access to, preserve, or restrict User Content or accounts when SORAMI reasonably believes that content or conduct infringes, misappropriates, or otherwise violates another person's rights.
SORAMI may terminate accounts of repeat infringers or users who repeatedly submit content without necessary rights or permissions, in appropriate circumstances.
Notices of claimed copyright infringement or other intellectual-property complaints may be sent to SORAMI's copyright and intellectual-property complaints contact at:
Mitsuki Matsuda
Email: contact@sorami-music.com
A copyright complaint should include sufficient information to identify the copyrighted work or other intellectual property claimed to be infringed, the allegedly infringing material, the complainant's contact information, and the basis for the complaint. SORAMI may request additional information and may take such action as it considers appropriate in its discretion.
This provision identifies a contact for intellectual-property complaints and does not represent that SORAMI has designated a registered agent under the Digital Millennium Copyright Act.
11. Suspension and Termination by SORAMI
We may suspend or terminate your access to the Service, in whole or in part, at any time and without prior notice, if we reasonably believe that you have violated these Terms, engaged in fraudulent or unlawful activity, or posed a risk to the security or integrity of the Service. Where practicable, we will provide notice of the reason for suspension or termination.
Without limiting the foregoing, SORAMI may suspend, restrict, remove, preserve, or terminate access to the Service or any account if SORAMI reasonably believes that doing so is necessary to: (a) protect the Service, SORAMI, its service providers, users, or third parties; (b) investigate or prevent suspected fraud, abuse, security incidents, infringement, or unlawful activity; (c) comply with applicable law, legal process, or a governmental request; (d) address nonpayment, chargebacks, or payment disputes; or (e) enforce these Terms.
Upon termination, your right to use the Service will immediately cease. Sections of these Terms that by their nature should survive termination (including, without limitation, Intellectual Property, Disclaimers, Limitation of Liability, Indemnification, and Governing Law) will survive.
For clarity, the provisions concerning User Content licenses, intellectual property, prohibited conduct, payment obligations, disclaimers, limitations of liability, indemnification, dispute resolution, governing law, and any other provisions that by their nature should survive will survive any suspension, termination, or expiration of these Terms.
If your account is terminated for cause, you will not be entitled to a refund of any prepaid, unused fees, except as required by applicable law.
SORAMI will have no liability to you for any suspension, restriction, removal, or termination permitted by these Terms or applicable law.
12. Disclaimers
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS; THAT THE SERVICE, AI FEATURES, OR ANY CONTENT OR OUTPUT WILL BE ACCURATE, COMPLETE, RELIABLE, TIMELY, SECURE, AVAILABLE, OR SUITABLE FOR YOUR PURPOSES; OR THAT DEFECTS WILL BE CORRECTED. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SORAMI DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE PRACTICE. YOU USE THE SERVICE, INCLUDING ALL AI FEATURES AND OUTPUTS, AT YOUR SOLE RISK. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM SORAMI OR THROUGH THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. ACCORDINGLY, SOME OF THE EXCLUSIONS ABOVE MAY NOT APPLY TO YOU.
13. Limitation of Liability
SORAMI LLC AND ITS MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, LICENSORS, SERVICE PROVIDERS, AND SUPPLIERS (COLLECTIVELY, THE "SORAMI PARTIES") WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, DATA, USE, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, STATUTE, OR ANY OTHER LEGAL THEORY, EVEN IF A SORAMI PARTY HAS BEEN ADVISED OF, KNEW OF, OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES.
WITHOUT LIMITING THE FOREGOING, THE SORAMI PARTIES WILL NOT BE LIABLE FOR DAMAGES, LOSSES, OR HARM ARISING OUT OF OR RELATING TO: (A) YOUR ACCESS TO, USE OF, OR INABILITY TO USE THE SERVICE; (B) AI FEATURES OR ANY AI-GENERATED OUTPUT, ANALYSIS, SUGGESTION, SCORE, OR FEEDBACK; (C) ERRORS, OMISSIONS, INACCURACIES, OR UNAVAILABILITY OF THE SERVICE; (D) USER CONTENT OR THIRD-PARTY CONTENT; (E) ANY UNAUTHORIZED ACCESS TO, USE OF, OR ALTERATION OF YOUR ACCOUNT, CONTENT, OR TRANSMISSIONS; (F) ANY CONDUCT OR CONTENT OF A THIRD PARTY OR SERVICE PROVIDER; OR (G) ANY VIRUSES, MALICIOUS CODE, OR OTHER HARMFUL COMPONENTS TRANSMITTED THROUGH OR IN CONNECTION WITH THE SERVICE.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SORAMI PARTIES' AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF: (A) THE AMOUNTS YOU PAID TO SORAMI FOR THE SERVICE GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE LIABILITY; OR (B) ONE HUNDRED U.S. DOLLARS ($100).
THE LIMITATIONS IN THIS SECTION APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE AND REGARDLESS OF THE FORM OR THEORY OF ACTION.
SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY. ACCORDINGLY, SOME OF THE LIMITATIONS ABOVE MAY NOT APPLY TO YOU, AND NOTHING IN THESE TERMS LIMITS LIABILITY THAT CANNOT BE LIMITED UNDER APPLICABLE LAW.
14. Indemnification
You agree to defend, indemnify, and hold harmless SORAMI LLC, its affiliates, members, managers, officers, employees, agents, licensors, service providers, contractors, and representatives from and against any claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees, arising out of or in any way connected with: (a) your access to or use of the Service; (b) your User Content; (c) your violation of these Terms; (d) your violation of any third-party right, including any intellectual property or privacy right; (e) your violation of applicable law; (f) your fraud, negligence, willful misconduct, or misuse of the Service; or (g) any dispute between you and a third party.
SORAMI may, at its option, assume the exclusive defense and control of any matter subject to indemnification by you. If SORAMI does so, you will cooperate fully with SORAMI in asserting any available defenses. You may not settle any claim subject to indemnification without SORAMI's prior written consent if the settlement imposes any obligation, admission, restriction, or liability on a SORAMI Party. This indemnification obligation survives termination of these Terms and your use of the Service.
15. Modifications to the Service
We reserve the right to modify or discontinue the Service at any time. We will provide reasonable notice to paid subscribers prior to significant changes.
SORAMI may add, remove, modify, suspend, discontinue, or impose limits on any Service feature, functionality, content, plan, or AI Feature at any time, with or without notice and without liability, except to the extent required by applicable law. We may provide reasonable advance notice to paid subscribers before a material adverse change to a paid Service, where practicable.
SORAMI is not obligated to maintain, support, update, or make available any particular feature, functionality, content, or AI Feature for any period of time.
16. Changes to These Terms
We may update these Terms from time to time. Material changes will be communicated via email or notice within the Service. Continued use of the Service after changes take effect constitutes acceptance of the revised Terms.
SORAMI may update these Terms for legal, regulatory, security, operational, product, or business reasons. Unless otherwise stated, updated Terms will be effective when posted through the Service or on our website. If a change is material, SORAMI will provide notice by email, through the Service, or by another legally permitted method before the change takes effect.
Your continued access to or use of the Service after the effective date of revised Terms constitutes acceptance of the revised Terms. If you do not agree to the revised Terms, your sole remedy is to stop using the Service and, if applicable, cancel your subscription before the revised Terms take effect. Changes to the dispute-resolution provisions will not apply to a dispute for which a party has already provided notice under Section 17 before the effective date of the change, except as required by applicable law.
17. Governing Law; Dispute Resolution
17.1 Governing Law. These Terms and any dispute arising out of or related to them or the Service shall be governed by the laws of the State of North Carolina, without regard to its conflict-of-laws principles and without regard to the United Nations Convention on Contracts for the International Sale of Goods; provided, however, that the Federal Arbitration Act governs the interpretation and enforcement of the arbitration agreement in this Section 17.
17.2 Informal Resolution. Before either party initiates arbitration or a court proceeding, the party asserting the dispute must first provide the other party with written notice describing the nature and basis of the claim or dispute and the specific relief sought. Notices to SORAMI must be sent to contact@sorami-music.com with the subject line "Notice of Dispute." Notices to you will be sent to the email address associated with your account or through the Service. The parties will attempt in good faith to resolve the dispute informally for sixty (60) days after receipt of the notice. The informal-resolution process is a condition precedent to commencing arbitration or litigation, except for claims seeking emergency injunctive relief as permitted below or where applicable law prohibits enforcing this requirement.
17.3 Agreement to Binding Individual Arbitration. EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION 17, YOU AND SORAMI AGREE THAT ANY DISPUTE, CLAIM, OR CONTROVERSY ARISING OUT OF OR RELATING TO THESE TERMS, THE PRIVACY POLICY, THE SERVICE, YOUR ACCOUNT, ANY SUBSCRIPTION OR PURCHASE, OR THE RELATIONSHIP BETWEEN YOU AND SORAMI, WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION, OR ANY OTHER LEGAL THEORY, WILL BE RESOLVED EXCLUSIVELY BY FINAL AND BINDING INDIVIDUAL ARBITRATION RATHER THAN IN COURT.
The arbitration will be administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules then in effect, as modified by these Terms. The AAA's rules are available at www.adr.org. If AAA is unavailable or unwilling to administer the arbitration consistent with these Terms, the parties will select another nationally recognized arbitration provider; if they cannot agree, a court of competent jurisdiction will appoint an arbitrator or administrator consistent with this Section 17.
The arbitration will be conducted before one neutral arbitrator. The arbitrator, and not any federal, state, or local court or agency, has exclusive authority to resolve disputes regarding the interpretation, applicability, enforceability, or formation of this arbitration agreement, including any claim that all or any part of this arbitration agreement is void or voidable; provided that a court of competent jurisdiction may determine the enforceability of the class-action waiver in Section 17.6 where applicable law requires judicial determination.
17.4 Arbitration Procedures; Location; Fees. For claims of $10,000 or less, the arbitration will be conducted solely on the basis of documents submitted to the arbitrator unless either party requests a hearing or the arbitrator determines that a hearing is necessary. For claims exceeding $10,000, any hearing will be conducted by video conference or telephone unless the parties agree otherwise or the arbitrator determines that an in-person hearing is necessary. If an in-person hearing is required, it will take place in the county of your residence or another reasonably convenient location, unless applicable law permits the parties to agree otherwise.
Payment of arbitration fees will be governed by the AAA Consumer Arbitration Rules and applicable law. SORAMI will not seek fees or costs in arbitration unless the arbitrator determines that your claim, defense, or conduct was frivolous or brought for an improper purpose, to the extent permitted by applicable law.
17.5 Exceptions. Nothing in this Section 17 prevents either party from: (a) bringing an individual action in small claims court if the claim qualifies and remains in that court; (b) seeking temporary, preliminary, or emergency injunctive relief in a court of competent jurisdiction to prevent actual or threatened infringement, misappropriation, or violation of intellectual-property rights, confidential information, or data-security rights, without waiving arbitration of the underlying merits; or (c) pursuing a claim or remedy that applicable law expressly prohibits from mandatory arbitration.
17.6 Class Action and Jury-Trial Waivers. YOU AND SORAMI AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF, CLASS MEMBER, OR REPRESENTATIVE IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, MASS, PRIVATE-ATTORNEY-GENERAL, OR OTHER REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE CLAIMS OF MORE THAN ONE PERSON OR PRESIDE OVER ANY FORM OF CLASS, COLLECTIVE, CONSOLIDATED, MASS, OR REPRESENTATIVE PROCEEDING, EXCEPT TO THE EXTENT APPLICABLE LAW REQUIRES OTHERWISE.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AND SORAMI EACH WAIVE THE RIGHT TO A TRIAL BY JURY IN ANY PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE.
If a court determines that any portion of this class-action waiver is unenforceable as to a particular claim or request for relief, then that claim or request for relief must proceed in a court of competent jurisdiction, and the remaining claims will be arbitrated on an individual basis. If this entire Section 17 is determined to be unenforceable, the dispute will proceed exclusively in the courts specified in Section 17.9, subject to the jury-trial waiver above to the extent enforceable.
17.7 Coordinated or Mass Filings. If twenty-five (25) or more substantially similar arbitration demands are asserted against SORAMI by the same or coordinated counsel or organizations within a sixty (60)-day period, the parties agree that the demands may be administered in batches of up to twenty-five (25) individual arbitrations at a time. The remaining demands will be held in abeyance while the first batch proceeds, unless the parties agree otherwise or the arbitration administrator requires a different procedure. Nothing in this subsection authorizes class, collective, consolidated, or representative arbitration, or alters the individual nature of each arbitration demand.
17.8 Arbitration Opt-Out. You may opt out of this arbitration agreement by sending a written notice of your decision to opt out to contact@sorami-music.com within thirty (30) days after you first accept these Terms. Your notice must include: (a) your full legal name; (b) the email address associated with your account; (c) your mailing address; and (d) a clear statement that you wish to opt out of the arbitration agreement. An opt-out notice affects only this arbitration agreement; it does not otherwise affect your obligations under these Terms. To be effective, the opt-out notice must be sent by you personally, must be timely, and must contain the required information.
17.9 Judicial Forum for Permitted Court Proceedings. Except to the extent a claim must be brought in a different forum under applicable law or is properly filed in qualifying small claims court, the state and federal courts located in Durham County, North Carolina will have exclusive jurisdiction over any dispute that is permitted to proceed in court. You and SORAMI consent to personal jurisdiction and venue in those courts and waive any objection based on inconvenient forum.
18. Institutional Use
If you are accessing the Service on behalf of an educational institution or other organization pursuant to a separate agreement with SORAMI LLC, the terms of that agreement will govern in the event of a conflict with these Terms as to your institutional use.
For clarity, any separate written agreement entered into by an authorized representative of SORAMI and an educational institution or other organization governs only to the extent of an express conflict with these Terms and only with respect to the Service use covered by that agreement. Nothing in this provision grants institutional users rights to the Service, User Content, or SORAMI Content beyond those expressly stated in the applicable written agreement.
19. General Provisions
- Entire Agreement. These Terms, together with our Privacy Policy, constitute the entire agreement between you and SORAMI LLC regarding the Service and supersede all prior agreements and understandings, whether written or oral. These Terms also incorporate any supplemental terms, pricing terms, feature-specific rules, or policies that SORAMI expressly states apply to your use of a particular feature or offering.
- Severability. If any provision of these Terms is held to be invalid or unenforceable, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect. The invalidity or unenforceability of a provision in one jurisdiction will not affect its validity or enforceability in any other jurisdiction.
- No Waiver. Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. No waiver is effective unless it is in writing and signed by an authorized representative of SORAMI. Any waiver of a breach or default is not a waiver of any later breach or default.
- Assignment. You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. We may assign these Terms without restriction, including in connection with a merger, acquisition, or sale of assets or to an affiliate, successor, or purchaser of all or substantially all of SORAMI's business or assets. Any attempted assignment by you in violation of this provision is void.
- Force Majeure. We will not be liable for any delay or failure to perform resulting from causes outside our reasonable control, including acts of God, natural disaster, war, terrorism, labor disputes, internet or utility failures, or governmental action; epidemic or pandemic; civil unrest; cyberattack; third-party service-provider failures; supply-chain disruption; or telecommunications interruption.
- Relationship of the Parties. Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and SORAMI LLC. You have no authority to bind SORAMI or make commitments on SORAMI's behalf.
- Notices. We may provide notices to you via email, through the Service, or by posting on our website. Notices to us should be sent to contact@sorami-music.com. You agree that notices delivered electronically satisfy any legal requirement that communications be in writing. Notices sent to you will be effective when sent to the email address associated with your account, when posted through the Service, or when otherwise made available to you through the Service. You are responsible for maintaining a current email address associated with your account.
- Incorporation of Privacy Policy. Our Privacy Policy is incorporated into these Terms by reference and describes how we collect, use, and share information about you.
- Electronic Communications; Electronic Acceptance. By creating an account, using the Service, or providing an email address or other electronic contact information, you consent to receive agreements, notices, disclosures, records, and other communications from SORAMI electronically, including by email, in-app message, or posting through the Service. You agree that electronic communications satisfy any legal requirement that such communications be in writing. Your electronic acceptance of these Terms, including by clicking an "I agree" button or checkbox, has the same legal force and effect as a handwritten signature.
- Interpretation; No Third-Party Beneficiaries. The headings in these Terms are for convenience only and do not affect interpretation. The words "including" and "includes" mean "including without limitation." These Terms do not create any third-party beneficiary rights, except that the SORAMI Parties are intended third-party beneficiaries of the disclaimers, limitations of liability, indemnification, and dispute-resolution provisions.
20. Contact
SORAMI LLC | Email: contact@sorami-music.com | Durham, NC, USA
For questions concerning the Service or these Terms, contact SORAMI at contact@sorami-music.com. For notices of dispute or arbitration opt-outs, use the specific notice procedures in Section 17.