Terms of Service
We’re happy you’re here! Please take a few minutes to read this. It’s a legal document, and there is important information for you in here.
These Terms of Services apply when you use our mobile applications (our “Apps”) and when you use our web applications (our “WebApps”), as well as the services related to our Apps and WebApps (together, the “Services”).
These Terms of Services are between the user of the Services (each, a “user” and collectively, the “users”, also referred to as “you” and “your”) and Ipnos Software, Inc. (“Ipnos”, “we”, “us”, “our”).
If you wish to access and use the Services, you must accept and agree to be bound by and comply with these Terms of Services. If you do not agree with these terms and conditions, do not use the Services. Use of the Services indicates your acceptance of the Terms of Services.
Please read these Terms of Services carefully, as they contain important information regarding your legal rights, remedies and obligations. You will only be permitted to pursue claims against us on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding. You will only be permitted to seek relief (including monetary, injunctive and declaratory relief) on an individual basis.
The Terms of Services are effective on the earlier of the date: (i) you first access the Services; (ii) when you download our Apps. We may update these terms from time to time, and if we do this in a material way, we will notify you and invite you to re-accept these Terms of Services through the Apps or through the WebApps.
If you have any questions on our Terms of Services, you can reach out to us:
Ipnos Software Inc. 1010-615 BOUL RENÉ-LÉVESQUE O MONTRÉAL QC H3B 1P5
Scope of the Terms of Services
You acknowledge and agree that these Terms of Services are between you and us, and not with any third party platforms such as Apple, Google or Amazon (the “Mobile Operators”). We are solely responsible for our Apps and the Content (as defined below). However, Mobile Operators may have their own terms and conditions that apply when you use our Apps.
These Terms of Services govern the Services, as well as all content included in or made available through the Services, such as text, graphics, logos, images, music, audio clips, video, stories, meditations, digital downloads, and works of authorship of any kind (the “Content”), as well as Updates (as defined below). For greater clarification, the use of the expression “Services” is intended to include the Content.
In Quebec, or anywhere else where the age of consent or majority is 18 years +, services are not intended for anyone under the age of 18 years old. By using the Services, you represent and warrant that you are over 18 years old. If you are under 18 years old, please immediately cease using the Services.
The Services contain bedtime stories for children. However, these stories must be played by users that are over the age of 18 years old, and children should not be directly or independently accessing the Services. To avoid having children directly or independently using theServices, parents are encouraged to use the features designed to allow parents to play a story and request that the Services close themselves upon the story being completed or after a certain period of time after the story during which music or sounds can be played. Parents are responsible for ensuring their children are not using the Services directly or independently
When you use the Services, you can create an account with us.
You can also create an account with certain third-party social networking services such as Facebook (each, an “SNS Account”). If you choose the SNS Account option we’ll create your Account by extracting from your SNS Account certain personal information such as your name and email address and other personal information that your privacy settings on the SNS Account permit us to access.
You agree that you are responsible for the confidentiality of your credentials, and for any activity resulting from the use of your account. You agree to make reasonable efforts to prevent unauthorized access to, or use of, the Services, including by children.
You may not share your account and password, allow third parties to use your account nor assist anyone who is not a registered User to gain access to the Services. You agree to take reasonable confidentiality and security measures for using and securing your device, our Apps and related data. You are fully responsible for all use of your account and for any actions that take place through your account.
You agree to notify us immediately if you become aware of any unauthorized use of your login credentials, and to change your credentials immediately using the built-in functionalities made available to you.
Language and Availability of Services
You agree that the Services may not be available in all languages or in your home country, and may not be appropriate or available for use in any particular location.
Rules of Use
When you use the Services, we ask that you follow our rules of use. We also ask you not to encourage others to break these rules, or to help them doing so – that would also be considered a breach by you of our housekeeping rules.
The rules are the following:
Please do not:
- decompile, disassemble, reverse engineer, investigate, modify, create derivative works from, or otherwise access any non-User Interface portion of the Services;
- attempt to gain unauthorized access to the Services, or otherwise circumvent any software protection or monitoring mechanisms of the Services;
- access the Services in order to build a similar or competitive product or service or copy any ideas, features, functions or graphics of the Services;
- use the Services in any manner that may harm or target minors;
- impersonate any person, including registering by using someone’s else identity to create accounts;
- access, search or create accounts for the Services by any means other than our publicly supported interfaces (for example, “scraping” or creating accounts in bulk);
- send unsolicited communications, promotions or advertisements, or spam to any of our users or through the Services;
- abuse referrals or promotions to get more credits than deserved;
- attempt to scan, probe, or test the vulnerability of the Services or the network on which they are housed, or breach any security or other authentication measures;
- provide payment information belonging to a third party which you are not authorized to use;
- harm or threaten to harm other Users in any way or interfere with, or attempt to interfere with, the access of any User’s account, host or network including , without limitation, by overloading our Apps;
- Attempt to access or search the Services or download Content from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders robots, crawlers, data mining tools or similar mechanisms) other than the software and/or search mechanisms provided by Us or generally available on web browsers;
- Use any meta tags or hidden text or metadata displaying a trademark, logo URL or product name without our express written consent;
- Forge any TCP/IP packet header or any part of the header information in any email or posting, or in any way use the Services to send altered, deceptive or false source-identifying information;
- authorize, permit, enable, induce or encourage any third party to do any of the above.
If you do any of the foregoing, we reserve our right to suspend your access to the Services. If we believe you’re about to breach our rules, we may suspend your access preemptively and until we conduct our inquiry. If we determine, in our reasonable discretion, that you were breaching or attempting to breach these rules, we can maintain the suspension longer, or indefinitely. If you paid for our Services, we have no obligation to reimburse you if the suspension is caused by a breach of our rules of use.
Our trademarks, logos, products and services names are our intellectual property. Relax Melodies is a registered trademark. Except as otherwise permitted by law, please do not use or display in any manner our trademarks without our prior consent. By using the Services, you agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services.
All titles, ownership rights and intellectual property rights in and to the Services and any and all copies thereof, are owned by us. All rights are reserved, except as expressly stated in these Terms of Services. The Content included in or made available through the Services is our property. No portion of the Services may be reproduced in any form or by any means, except as expressly permitted by these Terms of Services.
Subject to the limitations set forth in these Terms of Services, in the event of a breach of a third party’s intellectual property rights by the Services, we are solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim, at the exclusion of any third parties, including Mobile Operator
We welcome your comments and recommendations for improvements to the Services (“Feedback”) You can submit feedback by emailing us at ______. Notwithstanding anything to the contrary, we are the sole owner of all Feedback, including any suggestions, enhancement requests, recommendations or other feedback provided by you to us,, and you hereby assign to us, without limitation of any kind, all of your rights, titles and interests therein, and we accept such assignment.
Updates, New Releases and Upgrade
Any updates, new releases or upgrades (together, “Updates”) are subject to these Terms of Services. Updates are provided when available, at our sole discretion, and may include bug fixes, security updates, new features and enhancements to existing features. Updates do not include new applications, new third-party tools and/or new functionalities, to the extent that these are subject to additional fees, as determined by us.
Once an Update is released, it is your responsibility to update your Apps diligently. We may not support previous versions of the Services, and we have no liability or responsibility for supporting and maintaining them, including for security patches. It’s important to update your Apps to ensure that you are using a secured version of our Apps.
Our Apps are licensed, not sold, to you.
Subject to your respect of these Terms of Services, and during the Term, we grant you a revocable, non-exclusive, non-transferable, limited and worldwide license to download, install, use and access the Services for your personal use. This license applies to the devices that you own or control, and is subject to the Mobile Operators terms and conditions, such as Apple’s Usage Rules. There are a few limits to this license:
- You may not distribute or make the license available over a network where it could be used by multiple devices at the same time, unless through family sharing or similar functionalities made available by your Mobile Operator;
- You may not transfer, redistribute or sublicense our Apps and, if you sell your device to a third party, you must remove our Apps from your device before doing so;
- You may not copy (except as permitted by the Terms of Services), reverse-engineer, disassemble, attempt to derive the source code of, modify or create derivative works of our Apps, any updates or any part thereof (except as and only to the extent that any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any open-sourced components included with our Apps).
You acknowledge and agree that Mobile Operators, and their subsidiaries, are third party beneficiaries of these Terms of Services to the extent that they relate to our Apps. As of the Effective Date, the Mobile Operators will have the right (and will be deemed to have accepted the right) to enforce these Terms of Services against you as a third party beneficiary thereof regarding the Apps.
Subscription Fees and Payments
We offer paid subscriptions on a weekly, monthly or annual basis. We may also offer lifetime subscriptions that are valid for the shorter of 100 years or until we cease to commercially offer the Services. Additional terms and conditions may apply to lifetime subscriptions. Lifetime subscription are paid for by a one-time, upfront payment.
Except for lifetime subscriptions, subscriptions are auto-renewing at the end of each periodic subscription term. You understand and agree that (i) after your initial subscription period, this period will automatically renew for an additional equivalent period and (ii) your account will be billed continuously for each subscription, until you terminate it.
You can terminate and manage your Apps subscription(s) directly from your mobile devices, or directly within the Services in the settings. If you terminate your subscription, you will continue to have access to the paid Services until the end of the subscription period that you already paid for, and we will not charge you additional fees after the end of this subscription period.
You hereby represent and warrant that you have the legal right to use all payment methods utilized on your account and authorize us to collect payments for each paid subscription period to which you subscribed on your credit card or through the payment method(s) that we make available to you and you have selected. You agree to pay all fees and applicable taxes incurred by you or anyone using your account.
You agree to provide accurate, complete and current financial information. If your financial information changes, we will not be able to process the payment for your subsequent subscription term until you update your financial information, which may result in a loss of access to the Services
We reserve the right to revise our subscription fees and offerings at any time. If the subscription fees change, we will advise you before processing your next payments. If you do not agree to such changes, you can terminate your subscription before the next payment.
We use third party service providers to process your payment as part of the Services, such as Stripe. They process your financial information in accordance with their privacy policies, and conduct fraud prevention and anti-money laundering monitoring for legal compliance purposes. In no event will we be responsible for the actions or inactions of third party payment processors, including, but not limited to, system downtime or payment service outages, unless such actions are in breach of these Terms of Services.
Gifting of Service
We offer the opportunity to buy pre-paid subscriptions that can be given to other individuals (each a “Recipient”). If you purchase a prepaid membership, you agree and acknowledge that the Recipient must be at least 18 years old.
Once you purchase the pre-paid subscription, you will receive an order confirmation, a receipt and a gifting code that can be redeemed by the Recipient to access the Services for the period of time corresponding to your pre-paid subscription.
Gifting codes can only be used once, in the country for which they were purchased, and cannot be redeemed for cash, resold or combined with any other offers, including a free trial. Please note that gifting codes cannot be redeemed if the Recipient has already purchased a subscription with us directly or through a Mobile Operator.
If you buy a prepaid subscription, we will automatically bill you based on the payment method you selected at the time of purchase. We will notify the Recipient prior to the end of the prepaid subscription that it is about to expire.
We have no liability and we are not responsible for lost and stolen gifting codes, or if gifting codes are used without permission.
Promotion and Discount Codes
From time to time, we may decide to offer promotions and discounts codes. You cannot combine promotions and discounts. We may decide to offer promotions and discounts only to a certain group of users or to potential new users. You agree and understand that you may not qualify for all available promotions and discounts. Unless stated otherwise, promotions and discounts only apply to the initial subscription periods, and any renewals will be charged at the then-current rates for our subscriptions.
We offer group subscriptions to employers and other groups of individuals (the “Group Subscription”). The Group Subscription is managed by administrators of the Services (the “Administrators”).
To access and use the Group Subscription, the Administrators will provide you with a link to a webpage where you can register your accounts. The Administrators may impose different conditions to ensure that only their authorized end users are accessing their Group Subscription, such as ensuring that your e-mails domain used to register the accounts match those identified or used by the Administrators.
Administrators are responsible for managing the Group Subscription, which means that they : (a) can remove, delete or suspend your account at any time; (b) determine the term of your subscription, which means that your subscription may be available for a predetermined period; (c) can see aggregated data about the Group Subscription, such as how often the Services are used and which functionalities are popular and (d) may impose additional conditions on your use of the Group Subscription. Once you cease to be an authorized user of the Group Subscription, if you want to continue to use our Services, you may have to create new accounts, and you may not be able to access your Content after the Group Subscription ends.
While Group Subscriptions are generally provided free of charge to authorized users, there may be cases where Group Subscriptions are provided at a discounted rate to authorized users.
Group Subscriptions may different from one group to another group based on the contractual provisions that the Administrators have requested. If you have questions on your Group Subscription and the applicable modalities, you should contact your Administrators.
You agree and understand that the Services and gifting codes are non-refundable and we do not issue credits for the Services and gifting codes. If we suspend your account in accordance with these Terms of Services, or if you close your account voluntarily, you agree and understand that you will receive no refund or exchange of any kind for the Services, except as set forth in applicable laws. If we discontinue the Services, we will either provide the Services until the end of your subscription period, or reimburse you for the Services paid in advance in proportion of the time remaining in your current subscription period, except if you have a lifetime subscription, in which case, no reimbursements are applicable if we discontinue the Services.
Maintenance and Support
The Services do not include maintenance and support services, although we try to help all our Users and respond to their requests. You can write to us at [email protected] if you have any requests regarding maintenance and support. Mobile Operators are not responsible for providing any maintenance or support services for our Apps.
Our Services may enable access to third party services, applications and websites (the “External Services”). You agree to use the External Services at your sole risk. We are not responsible for examining or evaluating the content or accuracy of any third-party External Services, and shall not have any liability whatsoever for any such External Services. To the extent you choose to use such External Services, you are solely responsible for compliance with any applicable laws.
We reserve our right to change, suspend, remove, disable or impose access restrictions or limits on any External Services, at any time, and without notice or liability to you.
Note that your Mobile Operator, and any other Apps you use that are linked or associate with our Apps, may collect, use and maintain certain usage statistics from your device and other data in accordance with their respective privacy policies.
Disclaimer – No Medical Advice; For Informational Purpose Only
The Services are for informational purposes only, are not for advice and should not be treated as such, and the information without the Services is provided without any representations or warranties, express or implied, and without limiting the generality of the foregoing, we do not warrant or represent that the Content will be constantly available, or available at all, true, accurate, complete, current or non-misleading.
You must not rely on any information provided as part of the Services as an alternative to medical advice from your doctor or other healthcare professional. If you have any specific questions about any medical matter, you should consult your doctor or other healthcare professional. If you think you may be suffering from any medical condition, you should seek immediate medical attention. You should never delay seeking medical advice, disregard medical advice or discontinue medical treatment because of any information provided as part of the Services, including the Content. The Services are intended for your well-being, but neither the Services nor the Content should ever be interpreted as medical advice, diagnoses, or treatment, and should not be relied on as an alternative to any advice given by a qualified healthcare professional.
Disclaimer – Use of the Services
If you experience any discomfort when using the Services, cease the use of the Services immediately. The Content includes the possibility for users to integrate brainwaves and autonomous sensory meridian response (“ASMR”) as part of the music and sounds they can create in the Services. Such functionalities may not be adapted to some individuals, such as individuals with epilepsy or post-traumatic stress disorder. Please consult a doctor if you have any medical conditions prior for using these functionalities, and if you experience any discomfort while using these functionalities. Subject to applicable laws, we assume no liability if you decide to use these functionalities, they are provided at your own risks.
Disclaimer of Warranties
Although we will do our best to provide constant, uninterrupted access to the Services, we do not guarantee this. We accept no responsibility or liability and make no warranty regarding the availability, delay, security of the Services nor that they will be error-free. We make no warranty regarding the quality, accuracy, timeliness, completeness, truthfulness, or reliability of any Content.
Except as set forth in these Terms of Services and subject to applicable laws, we make no representations or warranties of any kind, whether express or implied, to you relating to the Services or the Content, which are provided to you on an ‘as is’, ‘where is’ and ‘as available’ basis, with all faults and without warranty of any kind, and we hereby disclaim all warranties and conditions with respect to the Services, either express, implied or statutory, including, but not limited to, the implied warranties and/or conditions of merchantability, of satisfactory quality, of fitness for a particular purpose, of accuracy, of quiet enjoyment, of non-infringement of third-party rights, and any warranties arising out of course of dealing or usage of trade. No oral or written information or advice given by Ipnos or its authorized representative shall create a warranty.
If our Apps fail to conform with applicable warranties, you may notify your Mobile Operator and they may refund the purchase price for the Apps based on their own policies. To the maximum extent permitted by applicable law, Mobile Operators will have no other warranty obligations whatsoever with respect to the Apps, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be our responsibility.
We are solely responsible for addressing any of your claims relating to our Apps, including, but not limited to, claims arising under consumer protection, privacy or similar legislation, including in connection with our Apps’ use of the Healthkit framework. Mobile Operators have no such responsibility.
Limitation of Liability
Subject to applicable laws, in no event will you or us have any liability to the other for any lost profits or revenues, loss of data or goodwill, service interruption, computer damage or system failure, or the cost of substitute Services or for any indirect, special, exemplary, incidental, consequential, cover, multiplied or punitive damages however caused, whether in contract, tort or under any other theory of liability, and whether or not the party has been advised of the possibility of such damages, even if a limited remedy set forth in these Terms of Services is found to have failed its essential purpose.
Subject to applicable laws, our maximum aggregate liability to you or any user for any breach of the Terms of Services, from use of the Services, or otherwise is fifty dollars Canadian ($50 CAD) in the aggregate.
Some jurisdictions do not allow the disclaimer or exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the limitations set forth above may not apply to you or be enforceable with respect to you. If you are dissatisfied with any portion of the Services or with these Terms of Services, your sole and exclusive remedy is to discontinue use of the Services, except as otherwise set forth in these Terms of Services.
You agree to defend, indemnify, and hold Ipnos and its officers, directors, employees, agents and representatives harmless from and against any third party claims, disputes, demand, liabilities, damages, losses, and expenses, including, without limitation, reasonable attorney’s fees, arising out of or in any way connected with your access to or use of the Services or your violation of these Terms of Services. We reserve our exclusive right, at your expense, to conduct the defense of any such claims and assume control of any matter, subject to indemnification by you, in which event you shall cooperate with us in asserting any and all available defenses.
Changes to the Service
We may, at any time without notice or liability, and for any reason whatsoever, terminate, change, suspend or discontinue the Services or a portion thereof.
We can change the Content that we make available as part of the Services at any time without notice or liability, and for any reason whatsoever.
We reserve the right, in our sole discretion, to correct any errors or omissions in any portion of the Service at any time without notice, but confirm that we have no duty to do so. We determine the content of the Services at our sole discretion.
We will make commercially reasonable efforts to notify Users of discontinuation of the Services in advance. We disclaim any liability for any inconvenience.
Term; Termination; Effect of Termination
These Terms of Services are effective on the Effective Data and continue as long as you use the Services, including for as long as our Apps are installed on your mobile, and as long as you do not delete your account with us (the “Term”). You can delete your account with us directly from the Services under settings > account parameters.
We can terminate these Terms of Services at any time subject to a prior written notice of at least five (5) days. Services paid for in advance will be reimbursed as set forth in these Terms of Services.
If these Terms of Services are terminated for any reasons, all provisions that by their nature should survive the Term will survive the Term, including, without limitation, any disclaimers and limitations of liability.
You may not use or otherwise export or re-export the Services (including any technical information related thereto) except as authorized by applicable laws, including Canadian or American laws. In particular, but without limitation, our Apps may not be re-exported (a) into any US-embargoed countries or (b) to anyone on the U.S. Treasury Department’s Specially Designated Nationals List or the U.S. Department of Commerce Denied Persons List or Entity List. By using our Apps, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use the Services for any purposes prohibited by Canada, the United States or international laws, including, without limitation, the development, design, manufacture, or production of nuclear, missile, or chemical or biological weapons.
The Services and related documentation are “Commercial Items”, as that term is defined at 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation”, as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights reserved under the copyright laws of the United States.
Changes to the Terms of Services
We may change our Terms of Services at our sole discretion. If we do so, we will provide a notice to our users through the Services or otherwise. If you continue to use the Services after receiving such notice, you will be deemed to consent to such changes, regardless of whether we requested your explicit consent.
For your convenience, we included the date of the latest change to these Terms of Services above.
Governing Laws and Jurisdiction
Subject to applicable law, these Terms of Services and the relationship between you and us shall be governed by the laws of the Province of Quebec and the federal laws of Canada applicable therein. You and us agree to submit to the non-exclusive jurisdiction of the courts located in Montreal, Quebec. Specifically excluded from application to the Terms of Services is that law known as the United Nations Convention on the International Sale of Goods.
Prohibition of Class and Representation Actions and Non-Individualized Relief
You agree that each of us may bring claims against the other only on an individual basis and not as a plaintiff or class member in any purported class or representative basis and not as a plaintiff or class member in any purported class or representative action or proceeding. Unless we both agree otherwise, the courts may not consolidate or join more than one person’s or party’s claims and may not otherwise preside over any form of a consolidated, representative or class proceeding. Also, the courts may award relief (including monetary, injunctive and declaratory relief) only in favor of the individual party seeking relief and only to the extent necessary to provide relief necessitated by that party’s individual claim(s), except that you may pursue a claim for and the arbitrator may award public injunctive relief under applicable law to the extent required for the enforceability of this provision.
Student Discount Offer Terms & Conditions
Our Student Discount Offer is made available by Ipnos (as defined herein) to students at an accredited higher education institute who meet the verification qualifications (each a “Qualifying Student”) for the BetterSleep (formerly Relax Melodies) app. The Student Discount Offer is currently only applicable to students of Canada colleges and universities and US Title IV degree granting colleges and universities. Ipnos reserves the right to determine if you are a Qualifying Student in its sole discretion.
Ipnos reserves the right to terminate or modify this offer at any time for any reason.
General Legal Stuff
Nothing in these Terms of Services shall be construed as forming any relationship of employment, partnership, agency, trust, franchise, or joint venture between you and us. Nor do they create any fiduciary duties.
No waiver or consent to depart from the requirements of any provision of the Terms of Services will be binding. Our failure to exercise or enforce any right or provision of these Terms of Services shall not constitute a waiver of such right or provision.
You may not assign or otherwise transfer any of your rights or obligations under these Terms of Services to any third party without the prior written consent of Us. No assignment or delegation by you shall relieve or release you from any of your obligations under these Terms of Services.
If any provision of the Terms of Services is found to be invalid by any court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect.
The parties acknowledge that they have required this Agreement and all related documents to be prepared in English only. Les parties reconnaissent avoir demandé que le présent contrat ainsi que tous documents qui s’y rattachent soient rédigés uniquement en langue anglaise.
Date of last update: Jan 25th 2021