1. ACCEPTANCE OF TERMS
Welcome to Midsummerr, operated by Midsummer LTD ("we," "us," or "our"). By accessing or using our website at midsummerr.com (the "Site") and our AI-powered audiobook creation and distribution services (collectively, the "Services"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not use our Services.
These Terms constitute a legally binding agreement between you and Midsummerr. The term "you" (and "your") refers to you individually, and if applicable, the company or legal entity you represent.
2. ELIGIBILITY
You must be at least 18 years old to use our Services. By using Midsummerr, you represent and warrant that you are at least 18 years of age and have the legal capacity to enter into these Terms.
3. DESCRIPTION OF SERVICES
Midsummerr provides AI-powered services that enable authors and content creators to transform written works into dramatized audiobooks featuring character voices, music, and sound effects. Our Services include:
- AI-generated character voice narration
- Sound design and music integration
- Audiobook production and formatting
- Distribution assistance to audiobook platforms
- Content library and marketplace features
4. ACCOUNT REGISTRATION AND SECURITY
4.1 Account Creation
To use certain features of our Services, you must create an account. You agree to:
- Provide accurate, current, and complete information during registration
- Maintain and promptly update your account information
- Keep your login credentials confidential
- Notify us immediately of any unauthorized access to your account
4.2 Account Responsibility
You are solely responsible for all activities that occur under your account. You may not share your account credentials with others or allow others to access your account. Any fraudulent, abusive, or illegal activity may result in termination of your account and potential referral to law enforcement.
5. USER CONTENT AND INTELLECTUAL PROPERTY
5.1 Your Content Rights
You retain all ownership rights to the written content, manuscripts, and materials you upload to our Services ("Your Content"). By uploading Your Content, you represent and warrant that:
- You own or have all necessary rights, licenses, and permissions for Your Content
- Your Content does not infringe on any third-party intellectual property rights, including copyrights, trademarks, patents, or trade secrets
- Your Content does not violate any applicable laws or regulations
- Your Content does not contain defamatory, obscene, or unlawful material
- If Your Content includes real persons' names, voices, or likenesses, you have obtained all necessary consents
5.2 License Grant to Midsummerr
By uploading Your Content to our Services, you grant Midsummerr a non-exclusive, worldwide, royalty-free license to:
- Use, reproduce, modify, and adapt Your Content solely for the purpose of providing our Services
- Create AI-generated audio versions of Your Content
- Store and process Your Content on our servers
- Display Your Content in connection with your account and any public listings you create
This license terminates when you delete Your Content from our Services, except for copies retained in our backup systems for a reasonable period.
5.3 Generated Audiobooks
The AI-generated audiobooks created through our Services (the "Output") are created specifically for you. Subject to these Terms and payment of applicable fees, you own the Output generated from Your Content. However:
- You may not use the Output in ways that violate these Terms or our Acceptable Use Policy
- You are responsible for ensuring you have all necessary rights to distribute the Output commercially
- Midsummerr retains ownership of the underlying AI technology, voice models, and platform
5.4 Prohibited Content
You may not upload or create content that:
- Infringes on intellectual property rights of others
- Contains sexually explicit material involving minors or facilitates exploitation of children
- Promotes hate speech, violence, discrimination, or harassment
- Impersonates others or creates deepfakes without consent
- Contains malware, viruses, or harmful code
- Violates any applicable laws or regulations
5.5 Midsummerr's Intellectual Property
All aspects of the Services, including our AI technology, software, platform design, trademarks, logos, and brand materials, are owned by Midsummerr and protected by intellectual property laws. You may not copy, modify, reverse engineer, or create derivative works based on our Services.
6. PAYMENT TERMS
6.1 Pricing
Pricing for our Services is displayed on our Site and may vary based on:
- Credit packages and pay-per-use rates
- Usage volume and features accessed
- Subscription tier (if applicable)
- Promotional offers or discounts
- Custom enterprise agreements
All prices are in USD unless otherwise specified.
6.2 Pay-Per-Use Credits (Primary Billing Model)
Midsummerr primarily operates on a pay-per-use credit system:
Credit Purchases
- Credits are purchased in advance and used to generate audiobook content
- Credit pricing is based on usage metrics (e.g., per word, per minute of audio, or per chapter)
- Credits are deducted from your account balance as you use our Services
- You can purchase additional credits at any time through your account dashboard
Credit Balance and Usage
- Your available credit balance is displayed in your account
- You are responsible for monitoring your credit balance
- We may notify you when your balance is low, but this is not guaranteed
- Services may be paused or restricted if your credit balance is insufficient
Credit Expiration
- Credits may have expiration dates as specified at the time of purchase
- Unused credits may expire after a period of inactivity (typically 12 months from purchase date)
- We do not provide refunds or extensions for expired credits
Usage Tracking
- All credit consumption is logged and available in your account dashboard
- You can view detailed usage reports showing when and how credits were consumed
- Credit deductions are final once processing is complete
6.3 Subscription Plans (Optional)
For users who prefer predictable billing, we may offer subscription plans:
- Subscription fees are billed in advance on a recurring basis (monthly or annually, as selected)
- Subscriptions may include a monthly credit allocation
- By subscribing, you authorize Midsummerr and our payment processor to automatically charge your payment method for the applicable subscription fees and any applicable taxes
- Unused subscription credits may or may not roll over to subsequent periods, as specified in your plan
6.4 Payment Processing
We use Paddle.com as our Merchant of Record for payment processing. Paddle acts as the authorized reseller of our Services, which means:
- You purchase access to our Services from Paddle
- Paddle handles all payment processing, invoicing, and sales tax/VAT collection
- Paddle's consumer terms apply to your purchase (available at paddle.com/legal)
- All payment information is handled directly by Paddle and is subject to their privacy policy
For certain transactions, we may also use additional payment processors such as Stripe. Midsummerr does not store your complete credit card information.
6.5 Billing Changes
We reserve the right to modify our pricing with at least 30 days' notice. Price changes will apply to:
- Future credit purchases
- Subsequent subscription billing cycles (if applicable)
- Your continued use of the Services after a price change constitutes acceptance of the new pricing
6.6 Taxes
You are responsible for all applicable taxes related to your use of our Services. Paddle, as our Merchant of Record, will collect and remit applicable sales tax, VAT, GST, or similar taxes as required by law in your jurisdiction.
6.7 Digital Content and Right of Withdrawal (EU Consumers)
Our Services provide digital content that is made available immediately upon purchase. By making a purchase and accessing our Services, you expressly consent to immediate performance and acknowledge that you will lose your right of withdrawal once the digital content has been delivered or the generation of your audiobook has begun. This is in accordance with EU consumer protection laws regarding digital content. If you are an EU consumer, you benefit from any mandatory provisions of the law of your country of residence, and nothing in these Terms affects those rights.
6.8 Failed Payments
If a payment fails, we may suspend or restrict access to your account until payment is received. We reserve the right to terminate accounts with outstanding balances.
6.9 No Obligation to Purchase
There is no minimum purchase requirement. You may purchase credits as needed and use our Services at your own pace.
7. ACCOUNT CLOSURE AND TERMINATION
7.1 Account Closure by You
Pay-Per-Use Accounts
- You may close your account at any time through your account settings or by contacting us at [email protected]
- Any remaining credit balance at the time of account closure is generally non-refundable (see our Refund Policy for exceptions)
- You should use or request a refund for eligible credits before closing your account
Subscription Cancellation
- If you have an active subscription, you may cancel at any time through your account settings or by contacting Paddle customer support
- You must cancel at least 48 hours before the end of your current billing period to avoid being charged for the next period
- You will retain access to your subscription benefits through the end of your current billing period
- No refunds are provided for unused subscription periods after cancellation
7.2 Termination by Midsummerr
We reserve the right to suspend or terminate your account and access to our Services at any time, with or without notice, for:
- Violation of these Terms or our Acceptable Use Policy
- Fraudulent or illegal activity
- Abuse of our Services or harm to other users
- Non-payment of fees
- Extended periods of inactivity
- Any other reason at our sole discretion
7.3 Effect of Termination
Upon termination:
- Your right to access and use the Services immediately ceases
- Unused credits are forfeited (unless otherwise required by law)
- We may delete your account data and content after a reasonable grace period
- You remain responsible for any outstanding fees or charges
- Provisions that by their nature should survive termination (including intellectual property rights, disclaimers, and limitations of liability) will continue to apply
8. ACCEPTABLE USE POLICY
You agree not to:
8.1 Prohibited Activities
- Use our Services for any unlawful purpose or in violation of these Terms
- Attempt to gain unauthorized access to our systems or other users' accounts
- Interfere with or disrupt the integrity or performance of our Services
- Transmit viruses, malware, or other harmful code
- Use automated means (bots, scrapers) to access our Services without permission
- Circumvent any access restrictions or security measures
- Engage in activity that could damage our reputation or business
- Resell or redistribute our Services without authorization
- Create multiple accounts to evade enforcement or exploit free tiers
8.2 Content Restrictions
- Do not create content that infringes copyrights or other intellectual property rights
- Do not create deepfakes or unauthorized voice clones of real persons
- Do not generate content that promotes illegal activities or violence
- Do not create content designed to deceive, defraud, or mislead
- Do not generate prohibited content as described in Section 5.4
9. AI-GENERATED CONTENT DISCLAIMER
9.1 Nature of AI Technology
Our Services use artificial intelligence and machine learning technologies. While we strive for high quality, AI-generated content may occasionally:
- Contain inaccuracies or unexpected results
- Produce variations in quality or consistency
- Require human review and editing
- Not perfectly match your expectations
9.2 No Guarantees
We do not guarantee that AI-generated Output will be error-free, suitable for all purposes, or meet your specific requirements. You are responsible for reviewing and approving all Output before distribution or commercial use.
9.3 Your Responsibility
You acknowledge that:
- AI technology has limitations and may not produce perfect results
- You should review Output for accuracy and quality before use
- You are solely responsible for the final audiobooks you publish or distribute
- Midsummerr is not liable for any issues arising from your use of AI-generated content
10. THIRD-PARTY SERVICES AND LINKS
Our Services may contain links to third-party websites, platforms, or services (including audiobook distribution platforms). These third-party services:
- Are not owned or controlled by Midsummerr
- Have their own terms of service and privacy policies
- Are provided for your convenience only
- Are not endorsed or guaranteed by Midsummerr
We are not responsible for the content, practices, or policies of third-party services. Your use of third-party services is at your own risk and subject to their terms.
11. PRIVACY AND DATA PROTECTION
Our collection, use, and protection of your personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference. By using our Services, you consent to our data practices as described in the Privacy Policy.
12. DIGITAL MILLENNIUM COPYRIGHT ACT (DMCA)
12.1 Copyright Policy
Midsummerr respects intellectual property rights and expects users to do the same. We will respond to valid copyright infringement notices in accordance with the Digital Millennium Copyright Act (DMCA).
12.2 Filing a DMCA Notice
If you believe your copyrighted work has been infringed, please send a notice to our designated copyright agent at [email protected] with:
- Your physical or electronic signature
- Identification of the copyrighted work claimed to be infringed
- Identification of the infringing material and its location
- Your contact information (address, telephone, email)
- A statement of good faith belief that use is unauthorized
- A statement under penalty of perjury that the information is accurate and you are authorized to act
12.3 Repeat Infringers
We will terminate accounts of users who are repeat copyright infringers.
13. DISCLAIMERS
13.1 "AS IS" Service
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
13.2 No Guarantee of Availability
We do not warrant that:
- The Services will be uninterrupted, timely, secure, or error-free
- Results obtained from using the Services will be accurate or reliable
- The quality of any products, services, information, or materials obtained through the Services will meet your expectations
- Any errors in the Services will be corrected
13.3 AI Limitations
We specifically disclaim any warranties regarding the accuracy, quality, or reliability of AI-generated content. You use AI-generated Output at your own risk.
14. LIMITATION OF LIABILITY
14.1 Maximum Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, MIDSUMMERR'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATED TO THE SERVICES SHALL NOT EXCEED THE AMOUNT YOU PAID TO MIDSUMMERR IN THE 12 MONTHS PRECEDING THE CLAIM, OR $100, WHICHEVER IS GREATER.
14.2 Excluded Damages
IN NO EVENT SHALL MIDSUMMERR BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:
- Loss of profits, revenue, or business opportunities
- Loss of data or content
- Loss of goodwill or reputation
- Cost of substitute services
- Any other intangible losses
This limitation applies regardless of the legal theory (contract, tort, negligence, strict liability, or otherwise) and even if Midsummerr has been advised of the possibility of such damages.
14.3 Essential Purpose
Some jurisdictions do not allow exclusion of certain warranties or limitation of liability for incidental or consequential damages. In such jurisdictions, our liability is limited to the maximum extent permitted by law.
15. INDEMNIFICATION
You agree to indemnify, defend, and hold harmless Midsummerr and our officers, directors, employees, agents, and affiliates from any claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from or related to:
- Your use of the Services
- Your Content or Output
- Your violation of these Terms
- Your violation of any rights of third parties, including intellectual property rights
- Your violation of applicable laws or regulations
16. DISPUTE RESOLUTION
16.1 Governing Law
These Terms shall be governed by and construed in accordance with the laws applicable to Midsummer LTD, without regard to conflict of law provisions.
16.2 Jurisdiction
Subject to the arbitration provisions below, you agree that any legal action or proceeding arising from these Terms or your use of the Services may be brought in courts of competent jurisdiction, and you consent to the personal jurisdiction of such courts.
16.3 Informal Resolution
Before filing any legal claim, you agree to first contact us at [email protected] to attempt to resolve the dispute informally. We will work in good faith to resolve disputes before litigation.
17. MODIFICATIONS TO TERMS
We reserve the right to modify these Terms at any time. We will notify you of material changes by:
- Posting the updated Terms on our Site with a new "Last Updated" date
- Sending an email to your registered email address
- Displaying a notice on our Site or through our Services
Your continued use of the Services after such notice constitutes acceptance of the modified Terms. If you do not agree to the modifications, you must stop using the Services and cancel your account.
18. GENERAL PROVISIONS
18.1 Entire Agreement
These Terms, together with our Privacy Policy and any other policies incorporated by reference, constitute the entire agreement between you and Midsummerr regarding the Services.
18.2 Severability
If any provision of these Terms is found 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.
18.3 Waiver
Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. Any waiver must be in writing and signed by Midsummerr.
18.4 Assignment
You may not assign or transfer these Terms or your rights under these Terms without our prior written consent. We may assign these Terms at any time without notice or consent.
18.5 No Agency
Nothing in these Terms creates any agency, partnership, joint venture, or employment relationship between you and Midsummerr.
18.6 Force Majeure
We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, network infrastructure failures, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.
19. CONTACT INFORMATION
For questions, concerns, or notices regarding these Terms, please contact us at:
Midsummer LTD
Email: [email protected]
Website: https://www.midsummerr.com
For general support inquiries:
Email: [email protected]
By using Midsummerr's Services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.