Last Updated: August 5, 2019

PLEASE READ THESE SERVICE TERMS AND CONDITIONS (THE ‘AGREEMENT’) IN THEIR ENTIRETY BEFORE USING OR RECEIVING ANY SERVICES (AS DEFINED BELOW) FROM BASK TECHNOLOGY, INC. (THE ‘COMPANY’).

Thank you for visiting our “RMusic” mobile application (“App”). This App is operated by Topliner LLC ('RMusic', “we,” “us,” or “our”) and allows you to invite other users to collaborate with you on your music projects (each, a "Music Project"). These Terms and Conditions (“Terms and Conditions”) govern your use of the App and the services offered on or through the App (the “Services”), and your agreement is a condition precedent to using this App. Please read these Terms and Conditions carefully before proceeding.

Binding Effect

BY DOWNLOADING, INSTALLING, AND USING THIS APP, YOU AGREE, WITHOUT LIMITATION OR QUALIFICATION, TO BE BOUND BY THESE TERMS AND CONDITIONS, TO WHICH WE RESERVE THE RIGHT TO MAKE CHANGES FROM TIME TO TIME, CONSISTENT WITH APPLICABLE LAW. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, DO NOT DOWNLOAD, INSTALL, OR USE THE APP AND DELETE THE APP FROM YOUR DEVICE. PLEASE BE AWARE THAT THESE TERMS AND CONDITIONS CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER THAT WAIVE YOUR RIGHT TO A COURT HEARING AND JURY TRIAL.

Additional Terms

In addition to these Terms and Conditions, your use or participation in, certain Services offered on our App may require you to accept additional terms and conditions applicable to such Services (collectively, “Additional Terms”). The Additional Terms are incorporated and made a part of these Terms and Conditions by this reference.

Age Requirements for Use of this App

Age Requirements for General Use Individuals under 13 years of age are not eligible to use this App and may not submit any personal information to us. If you are under 13 years of age, DO NOT USE THIS APP. By using this App, you hereby represent that you are at least 13 years of age.

Age Requirements for Purchases

You must be at least 18 years of age and fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties herein, in order to purchase Paid Subscriptions (defined below) on this App. By agreeing to the Terms and Conditions during the checkout process, you represent and certify that you are legally able to enter into any and all purchase agreements with us and our partners, vendors, agents, and service providers.

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Modifications to these Terms and Conditions

We will email you or post a notification on this App in the event of any material changes to these Terms and Conditions. Such changes, whether in the form of modifications, additions, or deletions, shall be effective when specified in the relevant notification or, if the change is immaterial, immediately upon appearing on this App. Please check these Terms and Conditions periodically for changes. Your continued use of this App following our posting of any changes to these Terms and Conditions means that you accept those changes.

Creating and Accessing Your Account

In order to access the App, you will be required to create an account and provide certain personal information such as your name and email address. You must treat your account information (including, without limitation, your password and any other piece of information required as part of our security procedures) as confidential, and you must not disclose the foregoing to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this App or portions of it using your username, password or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You agree to be responsible for any use of this App or portions of it (including, without limitation, for all orders placed and for all activities that occur) using your username, password, or other security information. You also agree to ensure that you exit from your account at the end of each session.

Terminating Your Account

You may disable your account at any time by contacting us at support@rmusic.io or by visiting the “Delete Account” page in the App. Additionally, we may, in our sole and absolute discretion, disable, suspend or terminate your account at any time, with or without notice, and for any reason, including, but not limited to, if you breach these Terms and Conditions. Upon disabling your account, we may retain your data in accordance with our Privacy Policy. Even if your account is disabled, suspended or terminated, be aware that you will continue to be bound by these Terms and Conditions.

Services Options

You can find a description of our Services options in the App. The Services option that does not requirepayment is currently referred to as a “Free Account.” Free Accounts place a limit on the amount of Music Projects you may be active in at a time. The Services options which allow you to be active in more Music Projects at a time or unlimited Music Projects at a time require a per month payment prior to access (the “Paid Subscriptions”).

Paid Subscriptions

You may purchase a Paid Subscription in the App by paying a subscription fee in advance on a monthly basis. Payments for Paid Subscriptions are processed through the App Store by Apple. Once your initial Paid Subscription payment is processed, and effective as of that date (the “Paid Subscription Start Date”), your Paid Subscription shall immediately commence and shall continue to be effective for an initial period of one (1) month following your Paid Subscription Start Date (the “Initial Paid Subscription Period”). Paid Subscriptions automatically renew until cancelled. To cancel your Paid Subscription please visit the subscription settings section of your RMusic account page or contact us at support@rmusic.io. Your Paid Subscription shall renew automatically for additional, successive one (1) month periods (i.e., shall continue on a month-to-month basis) (each, a “Renewal Paid Subscription Period”), until cancelled in accordance with these Terms and Conditions. During the Initial Paid Subscription Period or any Renewal Paid Subscription Period, you may cancel your Paid Subscription at any time prior to the five (5) day period before the next Paid Subscription renewal date (each, a “Paid Subscription Renewal Date”), provided that you shall not be entitled to nor receive a refund of any kind or for any amount. If you cancel your Paid Subscription at any time during your Initial Paid Subscription Period or during a Renewal Paid Subscription Period, you shall continue to retain access to the applicable Paid Subscription for the remainder of the then-current Initial Paid Subscription Period or Renewal Subscription Period. If you cancel your Paid Subscription at any time within the five (5) day period before the next Paid Subscription Renewal Date, your Paid Subscription shall renew automatically for one (1) additional Renewal Paid Subscription Period, after which your Paid Subscription will be cancelled. You will be charged the rate stated at the time of purchase (plus applicable taxes) at the beginning of each billing period of your Paid Subscription via the payment method that you have provided to the App Store. You are solely responsible for ensuring that your billing and payment information is correct to prevent your Paid Subscription from being cancelled. If your payment method cannot be charged for any reason (such as expiration or insufficient funds), and you have not cancelled your Paid Subscription, you remain responsible for any uncollected amounts, and we will attempt to charge the payment method as you may update your payment method information. This may result in a change to the start of your next Paid Subscription period and may change the date on which you are billed for each period. In addition, we reserve the right to cancel your Paid Subscription if your payment method cannot be successfully charged. When your Paid Subscription ends, you will lose access to the Services that require a Paid Subscription. Prices and terms for Paid Subscriptions may change at any time. The prices and terms in effect as of the Paid Subscription Start Date or the date your Paid Subscription last renewed (as applicable) shall remain in effect for the duration of the applicable Initial Paid Subscription Period or Renewal Paid Subscription Period (as the case may be), provided that new or modified prices and terms may apply to renewals or new Paid Subscriptions. RMusic will provide you with reasonable notice of any updates or changes in prices or terms before they become effective. If you do not want to renew your Paid Subscription under such new or modified prices or terms, you may cancel your Paid Subscription as described herein.

Restrictions on Use

You may use this App and all associated content solely for your personal use and enjoyment. This App or any portion of this App may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without our express written consent. To access parts of this App or some of the resources it offers, you may be asked to provide certain, sometimes personal, information. It is a condition of your use of this App that all the information you provide on this App is correct, current, and complete. You agree not to use any device, software, or routine to interfere with the proper functioning of the App. In using the App, you may not:

  • Transmit any unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, pornographic, profane, or indecent information of any kind, including images and language;
  • Transmit or solicit any information, software, or other material that violates or infringes upon the rights of others, including material that is an invasion of privacy or publicity rights; is protected by copyright, trademark, or other proprietary rights; or is a derivative work with respect thereto, without first obtaining permission from the owner or right holder; or
  • Transmit any information, software, or other material that contains a virus or other harmful component.
  • Additionally, you are prohibited from violating or attempting to violate any security features of this App. You shall not attempt to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by us in providing this App. Any violation of system or network security may subject you to civil and/or criminal liability.

    User Covenants

    By accessing our App, you agree to, acknowledge, and represent as follows:

  • You will comply with all applicable laws in using the App and the Services, and you will not perform or fail to perform any act that you know or reasonably should know would place us or our affiliates in violation of any applicable law. You agree to comply with all laws and regulations regarding online conduct and acceptable content and regarding the transmission of technical data exported from the United States or the country from which you access the App and the Services.
  • You have the authority and capacity, under the laws of the state or jurisdiction in which you reside, to make the representations and be bound by the covenants provided herein.
  • User Content and Provided Content

    You are, and shall remain, solely responsible for the content of any materials, including, without limitation, creative suggestions, submissions, artwork, logos, trademarks, images, lyrics, compositions, text, ideas, notes, drawings, photographs, sound recordings, audio files, music, videos, messages, concepts, or other information or communications you send, upload, post or transmit to us via this App to create a Music Project (collectively, “User Content. You or your licensors shall own all such User Content as sent, uploaded, posted or transmitted to us via this App and any modifications to such User Content created by you or your collaborators who use the App. Since we need the ability to interact with the User Content to make the App available and functional with the User Content, you hereby grant to us and our affiliates, the royalty-free, perpetual, irrevocable, worldwide, transferable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, and display User Content in order to provide you the Services. In addition to the User Content, you are and shall remain, solely responsible for the content of any materials, including, without limitation, creative suggestions, submissions, artwork, logos, trademarks, images, lyrics, compositions, text, ideas, notes, drawings, photographs, sound recordings, audio files, music, videos, messages, concepts, or other information or communications you send, upload, post or transmit to us via the Internet, e-mail, or otherwise (collectively, “Provided Content”). You represent and warrant that you are the owner of or have the right to license Provided Content and that your Provided Content does not infringe, misappropriate or violate the intellectual property or other proprietary rights of any third party. You must not fsend, upload, post or transmit to us any Provided Content to which you do not hold the necessary rights or which violate or infringe upon the intellectual property or other proprietary rights of others. If you discover any content on the Services that you reasonably believe infringes your rights, please report this to us by providing us the information set forth in items 2-5 in the DMCA Section of these Terms and Conditions. Your infringement notice should be sent to support@rmusic.io or to [Address]. You hereby grant to us and our affiliates, the royalty-free, perpetual, irrevocable, worldwide, transferable, nonexclusive right and license to use, reproduce, modify, adapt, publish, translate, and display User Content in order to provide you the Services and for internal business purposes. We advise that you keep a copy of all Provided Content uploaded to the Services. We maintain no guarantee that Provided Content uploaded into the Services will be available in the future and are not liable for loss of Provided Content under any circumstance. If you delete a Music Project, the recordings, lyrics and content for such Music Project will remain available to your invited collaborators for one (1) week until deletion from the Services.

    Copyrights, Trademarks, and Other Proprietary Rights

    When accessing this App, you agree to obey the law and to respect the intellectual property rights of others. You agree that you shall be solely responsible for any violations of any relevant laws and for any infringement of thirdparty rights caused by any Provided Content that you provide or transmit to us. As between you and us, other than Provided Content in the form it is when provided or User Content in any form (including any modifications of User Content), all content on this App, including text, hidden text within our source code, trademarks, software, photos, video, images, graphics, music, audio-visual content, podcasts, recordings, sound, or any other digital media, is owned by us and/or our licensors and is subject to protection by patent, copyright, trademark, or other proprietary rights. In addition, the entire App is copyrighted as a collective work under the United States copyright laws, and we own the copyright in the selection, coordination, arrangement, and enhancement of such App. Any feedback or testimonials you provide to use relating to the App, or the Services, shall be deemed to be non-confidential. We shall be free to use such information on an unrestricted basis. All trademarks, trade names, trade dress, logos, and service marks (collectively, the “Trademarks”) appearing on this App are the property of their respective owners, including, in some instances, us and/or our partner companies. Nothing contained on this App or these Terms and Conditions serves to grant you, by implication or otherwise, a license or right to use any of the Trademarks or copyrights owned by us or by any third party. Except as expressly provided herein, other than Provided Content in the form it is when provided or User Content in any form (including any modifications of User Content), you may not modify, create derivative works, copy, redistribute, reproduce, publish, transmit, display, commercialize, or in any other way exploit any content or material from this App without express written permission from us and, if applicable, the respective copyright owner. You acknowledge that you do not acquire any ownership rights by downloading or printing copyrighted material.

    Monitoring: Copyright Claims

    You agree that we have the right, but not the obligation, to monitor, suspend, terminate, edit, disclose, refuse to post, or remove at any time, for any reason in our sole discretion, any material, content, and/or activity anywhere on this App. Notwithstanding this right, we do not and cannot review all materials submitted to this App. If notified, we may investigate an allegation that content transmitted to us is in violation of these Terms and Conditions and determine whether to have the communication removed. However, we are under no obligation to remove content and assume no responsibility or liability arising from or relating to any actions or content transmitted by or between you or any third party within or outside of this App, including, but not limited to, any error, defamation, libel, slander, omission, falsehood, obscenity, pornography, profanity, danger, or inaccuracy contained therein. Digital Millennium Copyright Act We may, in appropriate circumstances and at our sole discretion, terminate the access of users who infringe or otherwise violate the rights of others. If you believe that your work has been copied and is accessible on this App in a way that constitutes copyright infringement, you may notify us by providing the following information (as required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (“DMCA”), 17 U.S.C. sec. 512):

      A physical or electronic signature of the person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
      . Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works at this App are covered by a single notification, a representative list of such works at this App;
      Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
      Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and if available, an e-mail address;
      A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by you, your agent, or the law; and
      A statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

    Please send the written communication to our copyright agent by e-mail AND by U.S. Mail to: Topliner LLC [Address] [Address] Attn: [Name] Email: support@rmusic.io E-mail Subject: “DMCA Request”

    Third Party Sites

    We may provide links and pointers to apps or Internet sites maintained by others (“Third-Party Sites”) that are not affiliated with us and may be located in different countries and that may be subject to different regulatory and other legal requirements. We have not reviewed all of the Third-Party Sites linked to this App and are not responsible for the content or services offered on such Third-Party Sites, including, but not limited to, any advertising, order processing and fulfillment, or payment terms related to such Third-Party Sites. Access to participating retailers does not constitute an endorsement by us of any retailers, or the resources, products, or services offered by them. We have no responsibility or liability for these Third-Party Sites’ independent policies or actions and are not responsible for the privacy practices of such Third-Party Sites or retailers. Complaints, claims, concerns, or questions regarding Third-Party Sites should be directed to the applicable third party. If we provide links to social media platforms, such as Facebook or Twitter, and you choose to visit those websites through our links, please note that the personal information you post, transmit, or otherwise make available on those websites may be viewed by the general public. We do not control any content information, made available on social media pages and are not responsible for any third-party use of any information, including, without limitation, personally identifiable information, that you have posted, transmitted, or otherwise made available there.

    App Updates

    YWe will not be liable if, for any reason, all or part of this App is ever unavailable. We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the App, including, without limitation, the Services, (or any part thereof) with or without notice. We undertake no obligation to update, amend, or clarify information on this App, including without limitation, pricing information, except as required by law. No specified update or refresh date applied on this App should be taken to indicate that all information on the App has been modified or updated. Please remember when reviewing information on this App that such information may not represent the complete information available on a subject. In addition, subsequent events or changes in circumstances may cause existing information on this App to become inaccurate or incomplete. On occasion, information on this App may contain errors. We reserve the right to, at any time without prior notice, correct any errors, inaccuracies, or omissions, and to change or update information.

    Disclaimers

    YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE APP, AND THE SERVICES, IS AT YOUR SOLE RISK. THIS APP, INCLUDING THE SERVICES, IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. WE MAKE NO WARRANTY THAT THE APP, INCLUDING, THE SERVICES, WILL MEET YOUR REQUIREMENTS OR WILL BE UNINTERRUPTED, TIMELY, UNFAILINGLY SECURE, OR ERROR-FREE, THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THIS APP OR THESERVICES WILL BE ACCURATE OR RELIABLE, THAT THE QUALITY OF ANY INFORMATION OR MATERIALS PURCHASED OR OBTAINED BY YOU THROUGH THE APP OR THE SERVICES WILL MEET YOUR EXPECTATIONS, AND THAT ANY ERRORS IN THE APP OR SUCH SERVICES WILL BE CORRECTED. YOU FURTHER ACKNOWLEDGE AND AGREE THAT ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE APP OR THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. WE MAKE NO WARRANTIES, REPRESENTATIONS, OR GUARANTEES AS TO, AND ASSUME NO RESPONSIBILITY FOR, THE CORRECTNESS, SUFFICIENCY, COMPLETENESS, OR EFFICACY OF THE INFORMATION CONTAINED ON THIS APP OR ON ANY THIRD-PARTY SITES. WE DO NOT CONTROL OR ENDORSE ANY ACTIONS RESULTING FROM YOUR PARTICIPATION IN THE APP OR THE SERVICES, AND, THEREFORE, WE SPECIFICALLY DISCLAIM ANY LIABILITY WITH REGARD TO ANY ACTIONS RESULTING FROM YOUR PARTICIPATION. WE ALSO DISCLAIM ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE APP OR THE SERVICES. WE DO NOT WARRANT THAT THE APP, INFORMATION, CONTENT, MATERIALS, SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE APP ARE FREE OF VIRUSES, CONTAMINATION, DESTRUCTIVE FEATURES OR OTHER HARMFUL COMPONENTS. YOUR SOLE REMEDY AGAINST US FOR DISSATISFACTION WITH THE APP OR THE SERVICES IS TO STOP USING THE APP OR THE SERVICES, AS APPLICABLE. THE FOREGOING LIMITATION OF RELIEF IS AN ESSENTIAL PART OF THE BARGAIN BETWEEN YOU AND US UNDER THESE TERMS AND CONDITIONS. NOTE THAT SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON THE LENGTH OF AN IMPLIED WARRANTY, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE APP, AND THE SERVICES, IS AT YOUR SOLE RISK. THIS APP, INCLUDING THE SERVICES, IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. WE MAKE NO WARRANTY THAT THE APP, INCLUDING, THE SERVICES, WILL MEET YOUR REQUIREMENTS OR WILL BE UNINTERRUPTED, TIMELY, UNFAILINGLY SECURE, OR ERROR-FREE, THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THIS APP OR THESERVICES WILL BE ACCURATE OR RELIABLE, THAT THE QUALITY OF ANY INFORMATION OR MATERIALS PURCHASED OR OBTAINED BY YOU THROUGH THE APP OR THE SERVICES WILL MEET YOUR EXPECTATIONS, AND THAT ANY ERRORS IN THE APP OR SUCH SERVICES WILL BE CORRECTED. YOU FURTHER ACKNOWLEDGE AND AGREE THAT ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE APP OR THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. WE MAKE NO WARRANTIES, REPRESENTATIONS, OR GUARANTEES AS TO, AND ASSUME NO RESPONSIBILITY FOR, THE CORRECTNESS, SUFFICIENCY, COMPLETENESS, OR EFFICACY OF THE INFORMATION CONTAINED ON THIS APP OR ON ANY THIRD-PARTY SITES. WE DO NOT CONTROL OR ENDORSE ANY ACTIONS RESULTING FROM YOUR PARTICIPATION IN THE APP OR THE SERVICES, AND, THEREFORE, WE SPECIFICALLY DISCLAIM ANY LIABILITY WITH REGARD TO ANY ACTIONS RESULTING FROM YOUR PARTICIPATION. WE ALSO DISCLAIM ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE APP OR THE SERVICES. WE DO NOT WARRANT THAT THE APP, INFORMATION, CONTENT, MATERIALS, SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE APP ARE FREE OF VIRUSES, CONTAMINATION, DESTRUCTIVE FEATURES OR OTHER HARMFUL COMPONENTS. YOUR SOLE REMEDY AGAINST US FOR DISSATISFACTION WITH THE APP OR THE SERVICES IS TO STOP USING THE APP OR THE SERVICES, AS APPLICABLE. THE FOREGOING LIMITATION OF RELIEF IS AN ESSENTIAL PART OF THE BARGAIN BETWEEN YOU AND US UNDER THESE TERMS AND CONDITIONS. NOTE THAT SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON THE LENGTH OF AN IMPLIED WARRANTY, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE APP, AND THE SERVICES, IS AT YOUR SOLE RISK. THIS APP, INCLUDING THE SERVICES, IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. WE MAKE NO WARRANTY THAT THE APP, INCLUDING, THE SERVICES, WILL MEET YOUR REQUIREMENTS OR WILL BE UNINTERRUPTED, TIMELY, UNFAILINGLY SECURE, OR ERROR-FREE, THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THIS APP OR THESERVICES WILL BE ACCURATE OR RELIABLE, THAT THE QUALITY OF ANY INFORMATION OR MATERIALS PURCHASED OR OBTAINED BY YOU THROUGH THE APP OR THE SERVICES WILL MEET YOUR EXPECTATIONS, AND THAT ANY ERRORS IN THE APP OR SUCH SERVICES WILL BE CORRECTED. YOU FURTHER ACKNOWLEDGE AND AGREE THAT ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE APP OR THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. WE MAKE NO WARRANTIES, REPRESENTATIONS, OR GUARANTEES AS TO, AND ASSUME NO RESPONSIBILITY FOR, THE CORRECTNESS, SUFFICIENCY, COMPLETENESS, OR EFFICACY OF THE INFORMATION CONTAINED ON THIS APP OR ON ANY THIRD-PARTY SITES. WE DO NOT CONTROL OR ENDORSE ANY ACTIONS RESULTING FROM YOUR PARTICIPATION IN THE APP OR THE SERVICES, AND, THEREFORE, WE SPECIFICALLY DISCLAIM ANY LIABILITY WITH REGARD TO ANY ACTIONS RESULTING FROM YOUR PARTICIPATION. WE ALSO DISCLAIM ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE APP OR THE SERVICES. WE DO NOT WARRANT THAT THE APP, INFORMATION, CONTENT, MATERIALS, SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE APP ARE FREE OF VIRUSES, CONTAMINATION, DESTRUCTIVE FEATURES OR OTHER HARMFUL COMPONENTS. YOUR SOLE REMEDY AGAINST US FOR DISSATISFACTION WITH THE APP OR THE SERVICES IS TO STOP USING THE APP OR THE SERVICES, AS APPLICABLE. THE FOREGOING LIMITATION OF RELIEF IS AN ESSENTIAL PART OF THE BARGAIN BETWEEN YOU AND US UNDER THESE TERMS AND CONDITIONS. NOTE THAT SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON THE LENGTH OF AN IMPLIED WARRANTY, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE APP, AND THE SERVICES, IS AT YOUR SOLE RISK. THIS APP, INCLUDING THE SERVICES, IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. WE MAKE NO WARRANTY THAT THE APP, INCLUDING, THE SERVICES, WILL MEET YOUR REQUIREMENTS OR WILL BE UNINTERRUPTED, TIMELY, UNFAILINGLY SECURE, OR ERROR-FREE, THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THIS APP OR THESERVICES WILL BE ACCURATE OR RELIABLE, THAT THE QUALITY OF ANY INFORMATION OR MATERIALS PURCHASED OR OBTAINED BY YOU THROUGH THE APP OR THE SERVICES WILL MEET YOUR EXPECTATIONS, AND THAT ANY ERRORS IN THE APP OR SUCH SERVICES WILL BE CORRECTED. YOU FURTHER ACKNOWLEDGE AND AGREE THAT ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE APP OR THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. WE MAKE NO WARRANTIES, REPRESENTATIONS, OR GUARANTEES AS TO, AND ASSUME NO RESPONSIBILITY FOR, THE CORRECTNESS, SUFFICIENCY, COMPLETENESS, OR EFFICACY OF THE INFORMATION CONTAINED ON THIS APP OR ON ANY THIRD-PARTY SITES. WE DO NOT CONTROL OR ENDORSE ANY ACTIONS RESULTING FROM YOUR PARTICIPATION IN THE APP OR THE SERVICES, AND, THEREFORE, WE SPECIFICALLY DISCLAIM ANY LIABILITY WITH REGARD TO ANY ACTIONS RESULTING FROM YOUR PARTICIPATION. WE ALSO DISCLAIM ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE APP OR THE SERVICES. WE DO NOT WARRANT THAT THE APP, INFORMATION, CONTENT, MATERIALS, SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE APP ARE FREE OF VIRUSES, CONTAMINATION, DESTRUCTIVE FEATURES OR OTHER HARMFUL COMPONENTS. YOUR SOLE REMEDY AGAINST US FOR DISSATISFACTION WITH THE APP OR THE SERVICES IS TO STOP USING THE APP OR THE SERVICES, AS APPLICABLE. THE FOREGOING LIMITATION OF RELIEF IS AN ESSENTIAL PART OF THE BARGAIN BETWEEN YOU AND US UNDER THESE TERMS AND CONDITIONS. NOTE THAT SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON THE LENGTH OF AN IMPLIED WARRANTY, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.

    Limitations of Liability

    TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, IN NO EVENT SHALL WE AND OUR SUCCESSORS, ASSIGNS, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, MEMBERS, EMPLOYEES, REPRESENTATIVES, AGENTS, OFFICERS, DIRECTORS, AND MANAGERS BE LIABLE FOR ANY INCIDENTAL, DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR OTHER DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES ARE REASONABLE FORESEEABLE), RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE APP, OR ANY SERVICES, SOFTWARE OR INFORMATION MADE AVAILABLE ON THE APP; (II) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (III) THE IMPROPER AUTHORIZATION FOR THE SERVICES OFFERED ON THE APP BY SOMEONE CLAIMING SUCH AUTHORITY; OR (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE APP. IN NO EVENT SHALL THE COLLECTIVE LIABILITY OF US AND OUR SUCCESSORS, ASSIGNS, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, MEMBERS, EMPLOYEES, REPRESENTATIVES, AGENTS, OFFICERS, DIRECTORS, AND MANAGERS TO OR THROUGH YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEED THE AMOUNT PAID BY YOU TO US. Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, in certain jurisdictions, some of the above limitations of liability may not apply to you; all other provisions of these Terms and Conditions remain in full force and effect.

    Indemnification

    You agree to indemnify, defend, and hold harmless us, our subsidiaries and affiliates, and our and their members, managers, officers, directors, employees, agents, licensors, retailers, and suppliers from and against all claims (whether or not such claims are merely alleged or otherwise), losses, expenses, damages, and costs, including reasonable attorneys’ fees, costs, and arising out of or in connection with: (i) your violation of these Terms and Conditions or other documents incorporated herein by reference; (ii) your use of the App, and/or the Services; (iii) your violation of another person’s rights; (iv) your dispute with another user; (v) the unauthorized access to any protected area of the App; (vi) your violation of applicable law; or (vii) any claim related to your Provided Content, including a claim that your Provided Content caused damage to another person. This indemnification obligation will continue after you stop using the App and/or the Services. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you at your expense, and you shall not in any event settle or otherwise dispose of any matter without our prior written consent.

    Privacy

    We respect your privacy and are committed to protecting it. Our Privacy Policy governs the processing of all personal data collected from you in connection with your use of this App.

    Force Majeure

    We will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms and Conditions, for any failure or delay in our performance under these Terms and Conditions when and to the extent such failure or delay is caused by or results from acts or circumstances beyond our reasonable control, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to our workforce), restraints or delays affecting carriers, inability to obtain or delay in obtaining adequate or suitable supplies, breakdown of materials or telecommunications, or power outage.

    Notices

    We may send you responses or notices by e-mail, posting to this App, or written communication sent by U.S. Postal Service. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

    Dispute Resolution

    Governing Law These Terms and Conditions and your use of this App shall be governed by and construed for both substantive and procedural purposes in accordance with the laws of the State of California, U.S.A., without giving effect to any principles of any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction) that would cause the laws of any jurisdiction other than those of the State of California to apply. Jurisdiction This App and this App’s content are intended to comply with U.S. state and federal laws and regulations. If you are a non-U.S.-based user, be advised that other countries may have laws, regulatory requirements that are different from those in the U.S. Timing of Claims Any cause of action or claim you may have with respect to this App must be commenced within one (1) year after the claim or cause of action arises. Arbitration and Venue Any dispute relating in any way to your use of this App shall be submitted to confidential arbitration in Los Angeles, California, except that, to the extent you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any state or federal court and you consent to jurisdiction and venue in such courts in Los Angeles, California. Arbitration under these Terms and Conditions shall be conducted under the rules then prevailing of the American Arbitration Association in accordance with its Commercial Arbitration Rules and before a single arbitrator. Ultimately, the selected arbitrator must have expertise in the subject matter of the dispute. The expenses of the arbitration charged by the arbitrator shall be borne by the prevailing party or otherwise as appropriately allocated between the parties to the arbitration by the arbitrator in his or her discretion. However, in every other regard, each party shall pay for and bear its own costs and legal fees, costs, and expenses. The arbitration shall be completed within one hundred twenty (120) days of either giving notice or filing a demand to arbitrate with the American Arbitration Association (whichever shall first occur). Final Arbitration The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. The testimony, evidence, ruling, and all documentation regarding any arbitration shall be considered confidential information. Neither party may use, disclose, or divulge any such information unless otherwise required by law. Class Action Waiver To the fullest extent permitted by applicable law, no arbitration under these Terms and Conditions shall be joined to an arbitration involving any other party subject to these Terms and Conditions, whether through class arbitration proceedings or otherwise. You agree to an arbitration on an individual basis. In any dispute, NEITHER YOU NOR WE WILL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER USERS IN COURT OR IN ARBITRATION OR OTHERWISE PARTICIPATE IN ANY CLAIM AS A CLASS REPRESENTATIVE, CLASS MEMBER, OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. The arbitral tribunal may not consolidate more than one (1) person’s claims, and may not otherwise preside over any form of a representative or class proceeding. The arbitral tribunal has no power to consider the enforc eability of this class arbitration waiver and any challenge to the class arbitration waiver may only be raised in a court of competent jurisdiction.

    Miscellaneous

    The division of these Terms and Conditions into sections and the headings of the various sections in these Terms and Conditions are for convenience of reference only and shall not affect the construction or interpretation of these Terms and Conditions. You acknowledge and agree that any principle of construction or rule of law that provides that an agreement shall be construed against the drafter of the agreement in the event of any inconsistency or ambiguity in such agreement shall not apply to these Terms and Conditions. Our failure to insist upon or enforce strict performance of any provision of these Terms and Conditions shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any of these Terms and Conditions. We may assign our rights and duties under these Terms and Conditions to any party at any time without notice to you and without your express consent. You will not assign any of your rights or delegate any of your obligations under these Terms and Conditions without our prior written consent. Any purported assignment or delegation in violation of this section is null and void. No assignment or delegation relieves you of any of your obligations under these Terms and Conditions. There shall be no third-party beneficiaries to these Terms and Conditions. Any provision of these Terms and Conditions that contemplates performance or observance subsequent to any expiration or termination of these Terms and Conditions, or which is otherwise necessary to interpret the respective rights and obligations of the parties hereunder, shall survive any expiration or termination of these Terms and Conditions and continue in full force and effect. If any provision of these Terms and Conditions shall be held unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and Conditions and shall not affect the validity and enforceability of any remaining provisions. These Terms and Conditions, together with our Privacy Policy, constitute the entire agreement between the parties pertaining to the subject matter hereof and supersede in their entirety any and all written or oral agreements previously existing between the parties with respect to such subject matter.

    U.S. Use Only

    This App is controlled and operated by us from our offices in the United States of America, and the content, and Services we may provide from time to time on and through the App are intended to comply with U.S. state and federal laws and regulations. We make no representation that any of the materials or the Services to which you have been given access are available or appropriate for use in other locations. Those who access or use this App from other jurisdictions do so at their own volition and are responsible for compliance with local law. If you are a non-U.S.-based user, be advised that other countries may have laws or regulatory requirements that differ from those in the U.S. Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, in certain jurisdictions, some of the above limitations of liability may not apply to you; all other provisions of these Terms and Conditions remain in full force and effect.

    Notice for California Users

    Under California Civil Code Section 1789.3, California users of the App are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N. 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210. We may be contacted via email at support@rmusic.io.

    Questions

    If you have any questions or comments regarding these Terms and Conditions, our Privacy Policy, or this App, please feel free to contact us by e-mail at support@rmusic.io.