Terms Of Use

 

Last updated: June 20, 2023

IMPORTANT NOTICE: THESE TERMS OF USE ARE SUBJECT TO BINDING ARBITRATION AND A WAIVER OF CLASS ACTION RIGHTS AS DETAILED IN THE ARBITRATION AND CLASS ACTION WAIVER SECTION BELOW.

  1. Introduction.

This website (the “Website”) and our software (the “Software”) is owned by BabyPleaseSleep. By accessing or viewing this Website or downloading, accessing, or otherwise using the Software (collectively, the “Services”), you agree to these Terms of Use (“Terms” or “Terms of Use”).

You represent and warrant that you are at least 18 years of age or visiting the Website under the supervision of a parent or guardian. Our Services are not intended for those under the age of 18. These Terms form a contract between you on the one hand, and BabyPleaseSleep and its officers, directors, agents, employees, representatives, internal operating units, affiliates, parents, subsidiaries, sublicensees, successors and assigns, and independent contractors (collectively, “BabyPleaseSleep”) (you and BabyPleaseSleep are collectively identified as the “Parties,” or individually as a “Party”).

If you do not agree to the Terms, do not use the Website or the Services. From time to time, BabyPleaseSleep may decide to modify, add, or delete portions of these Terms. If BabyPleaseSleep does so, your continued use of the Services after any such changes have been made means you agree to such changes. The amended Terms will automatically be effective when posted on this Website.

  1. Privacy Policy

Please review our Privacy Policy, which explains our practices relating to the collection and use of your information through or in connection with the Services. Our use of your information is governed at all times by our Privacy Policy, which is incorporated into these Terms. You understand that through your use of the Services, you consent to the collection and use of this information.

  1. Changes to the Services.

We reserve the right to change and improve the features and functionality of the Services at any time, which includes adding, modifying, or removing features and functionality of the Services, or updating how our Services are provided. Any future release, update, or other additional to the Services shall be subject to these Terms, unless and until an updated set of Terms is posted. Additionally, we reserve the right to suspend or terminate the Services for any reason, without notice, at any time.

  1. General Information.

When you access this Website, you agree to comply with these Terms and any other policies or requirements posted on the Website. You agree to abide by all applicable laws, rules, and regulations when registering for, accessing, or using the Services, and may not engage in fraud or misuse of the Services or any conduct that is harmful or harassing to anybody.

Violating the security of the Services is prohibited and may result in criminal and/or civil liability. We may investigate incidents involving such violations and may involve, and will cooperate with, law enforcement if a criminal violation is suspected. You acknowledge that we have no obligation to monitor your access to or use of the Services for violations of the Terms, or to review any content you submit to us. However, we have the right to do so for the purpose of operating and improving the Services (including, without limitation, for fraud prevention, risk assessment, investigation, and customer support purposes), to ensure your compliance with the Terms, and to comply with applicable law or the order or requirement of a court, consent decree, administrative agency, or other governmental body.

  1. Proprietary Rights.

You acknowledge that this Website contains Content that is protected by copyrights, trademarks, service marks, trade dress, patents, moral rights, or other proprietary rights, and that these rights are valid and protected in all forms, media, and technologies existing now and hereinafter developed.

  1. Submitted Materials.

Unless specifically requested, BabyPleaseSleep does not wish to receive any confidential, proprietary, or trade secret information from you via the Website (including via contact email made available on the Website). Accordingly, if you send BabyPleaseSleep any information or creative works including, without limitation, idea submissions, feedback, reviews, comments, questions, suggestions, business plans, know-how, techniques, products, concepts or demos in any media, including photographs, graphics, audiovisual media or other material you grant BabyPleaseSleep a royalty-free, unrestricted, worldwide, perpetual, irrevocable, non-exclusive, and fully transferable, assignable, and sub-licensable right and license to use, copy, reproduce, modify, adapt, print, publish, translate, create derivative works from, create collective works from, and distribute, perform, display, license and sublicense (through multiple levels) the material in any media now known or hereinafter invented, including for commercial purposes.

  1. Third-Party Links and Services.

The Website and Software may contain links to third-party websites, offers, or other events and promotions outside of the Website and/or not owned or controlled by BabyPleaseSleep (“Linked Sites”). We do not control, endorse, sponsor, recommend, other otherwise accept any responsibility for the content of such Linked Sites, nor do we make any warranties or representations, express or implied, regarding the content (or the accuracy, currency, or completeness of such content) on any Linked Sites or the actions of such organizations. When you follow a link to another website, that website will be governed by different terms of use and a different privacy policy. You should be sure that you read and agree to those terms and policies. If you access the Linked Sites, you do so at your own risk.

  1. Software

BabyPleaseSleep provides a vast library of sounds in different categories, including the sounds of devices like hair dryers and fans, the sounds of nature like birds and rain, and lullabies. When you use the Software, you also agree that you agree BabyPleaseSleep may send you third-party content. We do not promote or endorse such content, and we are not affiliated with it. To stop receiving such third-party content, you must uninstall the Software.

  1. Uninstalling Software

You can uninstall the Software at any time. Simply visit the Uninstall page on the Website and follow the commands. If you would like to discuss this with us or have a question, you can contact us via email at .

  1. Claims of Infringement

BabyPleaseSleep respects the intellectual property of others. If you feel that anything on our Website or Software infringes on your copyright or other proprietary rights, reach out to us at .

  1. Indemnification.

You agree to indemnify and hold harmless BabyPleaseSleep from and against any claims, damages, loss, costs, fines, penalties, settlements, expenses, payments or other liabilities, including reasonable attorney’s fees and legal expenses, resulting from (i) your use of and access to the Services; (ii) your violation of any of these Terms; and (iii) your violation of any law or third-party right, including any copyright, trademark, trade secret or privacy right related to your use of the Website.

  1. Disclaimer of Representations and Warranties.

BABYPLEASESLEEP MAKES NO REPRESENTATION AS TO THE COMPLETENESS, ACCURACY, OR CURRENCY OF ANY INFORMATION ON THIS WEBSITE OR SOFTWARE. YOUR USE OF THE SERVICES IS AT YOUR OWN RISK. THE CONTENT AND INFORMATION FOUND ON THIS WEBSITE ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY FOR THE PRODUCTS, INFORMATION OR SERVICES PROVIDED THROUGH OR IN CONNECTION WITH THE WEBSITE, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SOUNDS FOR A PARTICULAR PURPOSE, PRIVACY OR NON-INFRINGEMENT. BABYPLEASESLEEP DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE MAKE NO REPRESENTATIONS THAT THE SERVICES ARE COMPATIBLE WITH ANY PARTICULAR HARDWARE OR SOFTWARE PLATFORM, OR THAT WE WILL ENFORCE THE TERMS AGAINST OTHERS TO YOUR SATISFACTION. EFFORTS BY BABYPLEASESLEEP TO MODIFY THE SERVICES SHALL NOT BE DEEMED A WAIVER OF THESE LIMITATIONS OR ANY OTHER PROVISION OF THESE TERMS. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO SOME OR ALL OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. IN CASES WHERE SUCH LAWS APPLY, THE WARRANTIES WILL BE DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW.

  1. Limitation of Liability.

IN NO EVENT SHALL BABYPLEASESLEEP BE LIABLE TO YOU OR ANY THIRD-PARTY FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY OR SPECIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE, THE USE OR INABILITY TO USE THE WEBSITE, SERVICES, OR CONTENT, ANY BREACH OF SECURITY, OR ANY CONTENT, INFORMATION, PRODUCTS OR SERVICES OBTAINED THROUGH THE SERVICES, INCLUDING ANY LOSS OF REVENUE OR PROFITS, LOSS OF USE, LOSS OF DATA, OR BUSINESS INTERRUPTION, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, REGULATION, COMMON LAW PRECEDENT OR OTHER LEGAL THEORY, EVEN IF BABYPLEASESLEEP HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES AND EVEN IF SUCH DAMAGES RESULT FROM BABYPLEASESLEEP’S NEGLIGENCE OR GROSS NEGLIGENCE. IN NO EVENT SHALL BABYPLEASESLEEP’S AGGREGATE LIABILITY (OR THE AGGREGATE LIABILITY OF ITS OFFICERS, DIRECTORS, AFFILIATES, AGENTS, SUBSIDIARIES, JOINT VENTURES AND EMPLOYEES) ARISING OUT OF OR IN CONNECTION WITH THE TERMS OF USE, WEBSITE, OR SERVICES EXCEED ONE HUNDRED U.S. DOLLARS (U.S. $100.00). ADDITIONAL DISCLAIMERS BY BABYPLEASESLEEP MAY APPEAR WITHIN THE SERVICES AND ARE INCORPORATED INTO THESE TERMS BY REFERENCE. TO THE EXTENT ANY SUCH DISCLAIMERS PLACE GREATER RESTRICTIONS ON YOUR USE OF THE SERVICES OR THE MATERIAL CONTAINED IN THEM, SUCH GREATER RESTRICTIONS SHALL APPLY.

Some jurisdictions restrict or do not allow the limitation of liability in contracts, and as a result the contents of this section may not apply to you. In cases where such laws apply, BabyPleaseSleep’s liability shall be limited to the fullest extent permitted by law.

  1. Arbitration and Class Action Waiver.

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

You and BabyPleaseSleep agree that these Terms affect interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions. This Section is intended to be interpreted broadly and governs any and all disputes between us, including but not limited to claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory; claims that arose before these Terms or any prior agreement (including, but not limited to, claims related to advertising, and any content available on or through any App or our website(s)); and claims that may arise after the termination of these Terms. The only disputes excluded from this broad prohibition are the litigation of certain intellectual property and small court claims, as provided below.

By agreeing to these Terms, you agree to resolve any and all disputes with BabyPleaseSleep as follows:

Initial Dispute Resolution: Most disputes can be resolved without resorting to litigation. You can reach us at . Except for intellectual property and small claims court claims, the Parties agree to use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation with BabyPleaseSleep, and good faith negotiations shall be a condition to either Party initiating a lawsuit or arbitration.

Binding Arbitration: If the Parties do not reach an agreed-upon solution within a period of thirty (30) days from the time informal dispute resolution is initiated under the Initial Dispute Resolution provision above, then either Party may initiate binding arbitration as the sole means to resolve claims, subject to the terms set forth below. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of these Terms or the Privacy Policy, including but not limited to any claim that all or any part of these Terms or Privacy Policy is void or voidable, whether a claim is subject to arbitration, or the question of waiver by litigation conduct. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be written and shall be binding on the Parties and may be entered as a judgment in any court of competent jurisdiction. To start an arbitration, you must do the following: (a) write a Demand for Arbitration that includes a description of the claim and the amount of damages you seek to recover (you may find a copy of a Demand for Arbitration at www.jamsadr.com ); (b) send three copies of the Demand for Arbitration, plus the appropriate filing fee, to JAMS, 620 Eighth Ave. NY Times Building 34th Floor New York, NY 10018 USA; and (c) email a copy of the Demand for Arbitration to us at .

The Parties understand that, absent this mandatory arbitration provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.

You and BabyPleaseSleep further agree to submit to the personal jurisdiction of any federal or state court in Los Angeles, California in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.

Class Action Waiver: The Parties further agree that the arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the Parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND BABYPLEASESLEEP AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provisions set forth above shall be deemed null and void in their entirety and the Parties shall be deemed to have not agreed to arbitrate disputes.

30-Day Right to Opt Out: You have the right to opt out and not be bound by the arbitration and class action waiver provisions set forth above by sending written notice of your decision to opt out to  with the subject line, “ARBITRATION AND CLASS ACTION WAIVER OPT-OUT.” The notice must be sent within thirty (30) days of your agreement to these Terms; otherwise, you shall be bound to arbitrate disputes in accordance with the terms of those paragraphs. If you opt out of these arbitration provisions, BabyPleaseSleep also will not be bound by them.

Changes to This Section: BabyPleaseSleep will provide thirty (30) days’ notice of any material changes to this section by posting on the Services, sending you a message, or otherwise notifying you in a reasonable manner. Amendments will become effective thirty (30) days after they are posted on the Services or sent to you.

Changes to this section will otherwise apply prospectively only to claims arising after the thirtieth (30th) day. If a court or arbitrator decides that this subsection on “Changes to This Section” is not enforceable or valid, then this subsection shall be severed from the section entitled “Arbitration and Class Action Waiver,” and the court or arbitrator shall apply the first Arbitration and Class Action Waiver section in existence after you began using the Services.

Survival: This Arbitration and Class Action Waiver section shall survive any termination of the Services.

  1. Governing Law.

The Terms and the relationship between you and BabyPleaseSleep shall be governed in all respects by the laws of the State of California, without regard to its conflict of law provisions. Any claim or dispute either of us may have against the other that is not subject to arbitration must be resolved by a court located in Los Angeles County, California. We both agree to submit to the personal jurisdiction of the federal and state courts located within Los Angeles County, California for the purpose of litigating all such claims or disputes that are not subject to arbitration.

  1. Statute of Limitations.

Any cause of action arising out of or related to the Terms, the Website, or the Services must begin within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred. There may be jurisdictions in which this contractual limit on the statute of limitations does not apply.

  1. Other.

These Terms constitute the entire and exclusive understanding and agreement between us and you regarding the Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between us and you regarding such topic. Certain sections of these Terms shall survive any termination of your Account or any aspect of the Services, e.g., should we cease offering them. If we fail to enforce any part of these Terms, it will not be considered a waiver. Any amendment to or waiver of these Terms by us must be made in writing and signed by us. If any provision of these Terms (or part of such provision) is found to be invalid or unenforceable by any court having competent jurisdiction, then that provision (or part of that provision) shall be deemed severable from the Terms and shall not affect the validity and enforceability of any remaining provisions — that invalid or unenforceable (part of the) clause will be replaced by a valid and/or enforceable, as the case may be, (part of the) clause which is as close to the intention of the Parties as possible. All of our rights and obligations under these Terms (including any license rights) are freely assignable by us in connection with a merger, acquisition, or sale of assets, or by operation of law or otherwise. Nothing in these Terms shall prevent us from complying with the law.

  1. Questions.

If you have questions regarding these Terms, please contact us at .