Thank you for using Music4Humans.com the Platform which is operated by Music 4 Humans LLC, a company based in the United States. These Terms and Conditions for Professionals contain terms which the Professionals who are registered or wish to register with us need to adhere to. The Music 4 Humans Platform is an online multivendor marketplace that connects music enthusiasts and student members to a network of independent contractor musicians and teacher members. Professionals can publish their services on the M4H Platform through their (“Professional Profiles”) and can communicate and transact directly with users who are seeking to buy such services.
This document regulates the use and access of www.music4humans.com, mobile website, and mobile applications related, linked, or otherwise connected thereto (collectively the “Platform”). For the sake of convenience, the term “Services” shall be included in the term “Platform” wherever used throughout this document unless specified otherwise.
THESE TERMS AND CONDITIONS FOR PROFESSIONALS CONTAIN A COMPULSORY ARBITRATION PROVISION THAT AIMS TO RESOLVE ANY DISPUTES THAT MIGHT ARISE BETWEEN YOU AND US AS A RESULT OF USING OUR PLATFORM. YOU ACKNOWLEDGE AND AGREE TO WAIVE YOUR RIGHT TO A JURY TRIAL OR TO PARTICIPATE IN A CLASS ACTION.
By clicking “Accept” when prompted or making an Account or, using or accessing the Platform, you understand that you will adhere to these Terms and all other operating rules, policies, and procedures that may be issued periodically on the Platform by us, each of which is incorporated by reference periodically by us. If you do not agree to any of these Terms, including the compulsory arbitration provision, you must stop using the Platform.
By accepting these Terms, you agree that the Terms constitute a binding contract, effective as of the date of first acceptance by you, between Music 4 Humans LLC (hereinafter referred to as “M4H”, “we”, “us”, or “our”) and you the independent contractor (hereinafter referred to as (“Professional(s)”, “you”, “your”) (each a “Party” to the contract and collectively, the “Parties”).
2 THE SERVICE.
The Platform is an online multivendor marketplace that connects users to the Professionals registered with us. Professionals can publish gig services and lessons (“Gig Services”) on the M4H Platform through their Professional Profiles and can communicate directly with registered users who are seeking to buy such Gig Services (“Amateur Members”).
Gig Services includes without limits services such as providing music and instrument lessons to Amateur Members which can be viewed by Amateur Members and Visitors of the Platform. Solely registered users or Amateur Members can purchase Gig Services.
For Professionals, M4H provides several hosted products to support their Gig Services, including marketing, scheduling, billing, and communication tools. Professionals can register an online account with us (“Account”) where prospective Amateur Members can review their Professional Profile, communicate with Professionals, and book and pay for the Gig Services.
When you accept or have pre-approved a booking request by an Amateur Member, you are entering into a legally binding agreement with the Amateur Member and are required to provide your Gig Services to the Amateur Member as described in your Professional Profile.
The services provided by us (“Services”) are independent of the Gig Services provided by the Professionals. The Professionals hereby, through this reference acknowledge and agree that they are not employees, agents of M4H and do not have the capacity to represent M4H under any circumstances unless otherwise expressly permitted by us in writing. When an Amateur Member avails the Gig Services, you do so by entering into an agreement to which M4H is not and will not be made a party to (“Relevant Agreement”). The Professionals are independent contractors, and M4H shall not be liable for any including without limits, claims, losses etc. arising from the acts or omissions of the Professionals such as including without limits claims arising from interactions with Amateur Members, other Professional Members and Visitors. We do not endorse or control the Professionals and the methods deployed by the Professionals for the provision of Gig Services. M4H is not responsible for the safety of the Professionals or unregistered users (“Visitors”) and do not have control over the relationship between the Professionals, Visitors, and the Amateur Members.
3 BACKGROUND CHECKS; INTERVIEW.
Even if you register an Account, it is not guaranteed that your Professional Profile will be displayed on the M4H Platform. Through third parties engaged with M4H, we might in our sole discretion conduct background checks prior to making the Professional Profiles visible to the Amateur Members and other users. This is done for ensuring the safety of our users and Amateur Members. The Professionals agree to provide us with relevant information for the purpose of verification of the Professionals upon request. For the purposes of verification, we may require documents including without limits Government ID, Driver license or Passport (“Documents”). We may also (i) screen Professionals against third party databases or other sources and request reports from service providers, and (ii) where we have sufficient information to identify a Professional, obtain reports from public records of criminal convictions or sex offender registrations or an equivalent version of background or registered sex offender checks in your local jurisdiction (if available).
Prior to offering your first Professional Service through the Platform, you may be required to have one or more assessments or interviews via video conference with M4H for no less than ten minutes (the “Interview”) to demonstrate technical competence and proficiency.
- 3.1 The profiles of users on whom we have conducted background checks will be marked with a “Background Checked” badge solely when you have been deemed as “passed” or “cleared” the background check by us.
4 PROFILE RULES.
- 4.1 The Professional Profiles shall be in line with the following terms:
- 4.1.1 The Professionals shall upload an introduction video along with a profile photo as well as a holistic bio presentation. Pictures, animations, music or videos (collectively, “Media”) used in your Professional Profile should accurately reflect the quality and condition of your Gig Services. M4H reserves the right to require that Professional Profiles have a minimum number of Media of a certain format, size, and resolution.
- 4.1.2 The Professional will mention their teaching style and the Gig Services which they will provide.
- 4.1.3 The Professionals can specify a maximum of five (5) categories of Gig Services which can be provided by them. For instance, the Professional may write or choose (as applicable) Guitar, Violin, Music Production as the Gig Services, which they will provide to Amateur Members.
- 4.1.4 The Professional shall mention a description of their Gig Services and the curriculum which they will make the Amateur Members follow.
- 4.1.5 The Professional will regularly update their availability on the Professional Profiles in the bookings calendar.
- 4.1.6 Professionals will mention minimum equipment requirements for availing their Gig Services.
- 4.1.7 Professionals will mention any requirements for participation, such as any minimum age, related skills, or level of expertise.
- 4.1.8 Professionals will upload their qualifications (certificates, diplomas, etc.) for the users and Amateur members to see.
- 4.1.9 Professionals will mention tips on how to prepare for availing their Gig Services or lessons.
- 4.1.10 Professionals may share links to their social media handles on their Professional Profiles (not mandatory).
- 4.1.11 The Cancellation Policy as set out in this document shall solely apply for services that generally fall under the category of “music/instrument lessons”. Professionals may specify cancellation terms and other rules and restrictions which will be adhered to by the Amateur Members (For services that do not fall under the category of “music/instrument lessons”). If an Amateur Member cancels an order placed for availing services which are not categorized as “music/instrument lessons”, the terms of cancellation mentioned on the Professional Profiles shall apply and amounts due to the Professionals shall be remitted by M4H accordingly.
In the event that the Professionals fail to adhere to the mandatory terms mentioned in this Section, M4H reserves the right to cancel your registration and delete your Account.
5 PROFESSIONAL PROFILE PLATFORM RANKING.
The placement and ranking of Professional Profiles in search results on the M4H Platform may vary and depend on a variety of factors, such as user search parameters and preferences, Professionals requirements (demand), skills and calendar availability, number and quality of Medias, customer service and cancellation history, reviews, and ratings.
6 PROFESSIONALS PROFILE INFORMATION ACCURACY.
M4H does not have any control over, and do not guarantee and assume no responsibility for, evaluating or verifying the accuracy, suitability, truthfulness, or authenticity of any information contained within the Professional Profiles or of any information posted or provided by the Professionals and Amateur Members. M4H disclaims all liabilities in this regard. It is your responsibility to provide the Gig Services with caution.
- 7.1 We assume no responsibility for ensuring Visitors’, Amateur Members’ and other Professional Members’ compliance with any applicable laws, rules, and regulations. We are not responsible for the conduct, whether online or offline, of any user of our Services. Under no circumstances shall we or any of our employees, officers, agents, advertisers, or affiliates be responsible for any loss or damage, including personal injury or death, resulting from anyone’s use of the Platform or our Services, any content posted on the Platform or transmitted to any of our users, or any interactions between users of our Services, whether online or offline. We cannot guarantee and do not promise any specific results from use of our Services.
- 7.1 We are not responsible if the Amateur or Professionals Members are not able to avail Gig Services due to unreliable internet connection, power outage and other such events beyond our control. We shall not be responsible for providing any refunds in such cases.
8 MAKEUP LESSON, CANCELLATIONS AND REFUNDS.
You and the Amateur Members can make modifications to any orders made by you via the Platform or request M4H customer service to make such modifications (“Booking Modifications”). Booking modifications are subject to acceptance or approval by party to whom request for a Booking Modification is made.
- 8.1 Booking Modifications can be made by you or the Amateur Members through the Platform by giving a notice of at least 24 twenty-four hours to the other party (Amateur Member or Professional as applicable) (“Cancellation Policy”). We encourage you to interact with each other if you want to make any Booking Modifications. Being late to any class or Gig Services does not entitle Amateur members to any refunds. Access to the Platform may be restricted by M4H if users are late for availing or providing Gig Services. Amateur Members may seek a Refund for Gig Services cancelled by a Professional, or the Amateur Members may reschedule the Gig Services.
- 8.2 If an Amateur Member cancels or reschedules Gig Services, the Professionals will be notified by us automatically. We shall not be liable for any claims, damages etc. if you do not receive such notifications due to technical difficulties and other factors outside the control of M4H.
- 8.3 M4H does not provide any refunds for Gig Services already availed by the Amateur Members. Refunds are provided subject to this Cancellation Policy or the terms as may be specified in the Professional Profiles (if applicable).
- 8.4 The amount of refund to which the Amateur Members might be eligible to receive shall be calculated by M4H in our sole discretion.
- 8.5 This Cancellation Policy may not apply to all types of Gig Services. Please check the terms available on the Platform prior to booking a Gig Service.
- 8.6 The cancellation terms may be set by the Professionals with respect to the certain Gig Services and the same shall be provided on the Professional Profiles of such Professionals.
- 8.7 The amounts due to the Professionals if any (unless extenuating circumstances such as refund claims from Amateur Members do not permit) will be remitted to the Professionals by M4H in accordance with the cancellation rules specified by the Professional on their Professional Profiles in line with Section 10.
- 8.8 If the Professional wishes to cancel Gig Services for a particular day, the Professional shall provide a 24-hour minimum prior notice to the Amateur Members. It shall be the duty of the Professional to reschedule the Gig Services with such Amateur Member. If the Professional is late to provide Gig Services, the Professional shall provide extra time to the Amateur Members of at least the duration the Professional was late. For Instance, If the Professional is late for 10 minutes, the Professional shall provide an extra time of at least 10 minutes to the Amateur Members.
- 8.9 Except as otherwise set out in these Terms, Professionals may use the “Contact Center” on the Platform to request amounts for additional Gig Services rendered outside the scope of Gig Services.
9 TESTIMONIES AND REVIEWS.
Amateur and Professional Members will have the ability to (after completely availing a Gig Services) provide a public review which will be viewable by all users of the Platform (“Testimony”) and rate the Gig Services of a Professional through a star rating system on the Platform (“Rating”). Ratings or Testimonies reflect the opinions of the users who provide the same and do not reflect the opinion of M4H. Ratings and Testimonies are not verified by M4H for accuracy and may be incorrect or misleading. Ratings and Reviews are part of the Professionals Profile and may also be surfaced elsewhere on the M4H Platform such as the “Search” page together with other relevant information such as the number of lessons provided in Gig Services, the average response time of Professionals, and other information.
- 10.1 In consideration of the Platform provided for use to the users, M4H shall charge a certain fee from the Amateur and Professionals Members (“M4H Fees”). The M4H Fees shall be derived from the fees set by Professionals for rendering the Gig Services (“Professional Fees”) and collected by us accordingly. M4H Fees shall be an amount not less than 10% of the Professional Fees chargeable from the Professionals. M4H retains the right to display rates higher than the Professional Fees (not more than 25% of the Professional Fees), to the Amateur Members for the purpose of M4H Fees collection from the Amateur Members.
- 10.2 For instance, if a Professional provides their Gig Services for a Professional Fee of $100, M4H Fees applicable to the Professional will be 10% of the foregoing $100 or $10 USD. Thus, the amount to which the Professional shall be entitled will be equal to $90.The Professional Fees of $90 will be remitted to the Professional and M4H will retain the $10 as M4H Fees.
- 10.3 The M4H Fees shall in no case be less than $5 USD.
- 10.4 M4H shall be responsible for the collection of all amounts due to the Professionals for Gig Services rendered to the Amateur Members as well as the M4H Fees (“Total Fees”). The Professionals hereby agree and authorize M4H to charge an amount to the Amateur Members on behalf of the Professionals in excess of the Professional Fees set by Professional Members on their Professional Profiles.
- 10.5 Payments may be made by the Amateur Members at the time of booking Gig Services and on a monthly basis for Gig Services subscriptions (“Subscription”). The Professionals may set the prices for the Subscriptions through their Accounts. The Amateur Members shall make payments until the specified duration of the Subscription (“Subscription Period”). After the passage of the Subscription Period, the Subscription shall renew automatically for a subsequent period equal to the original Subscription Period, unless terminated by the Amateur Member.
- 10.6 Upon Gig Services completion, the Professionals can acknowledge the completion of the Gig Services within not more than four (4) weeks from the date of completion of Gig Services for receiving the Professional Fees (“Acknowledgement Period”). In the event, the Professionals do not acknowledge the completion of the Gig Services within the Acknowledgement Period, the Professional Fees due to the Professionals shall stand forfeited and shall become M4H Fees.
- 10.7 Acknowledgement of completion of Gig Services is the sole responsibility of the Professionals and Professionals can acknowledge completion through their Professional Profiles dashboard via the Platform.
- 10.8 The Professional Fees shall be disbursed to the Professionals on the Friday following the day of an acknowledgment made by the Professionals. For instance, if a completion acknowledgment is made on Tuesday, the Professional Fees will be disbursed on Friday the same week. If the acknowledgment is made on Friday, the Professional Fees will be disbursed on the following Friday and not on the same day.
- 11.1 You are solely responsible for compliance with any and all laws, rules, regulations, and tax obligations that may apply to your use of the M4H Platform. Professionals are responsible for reporting any income (and any qualified deductions to income) earned through the Platform to the appropriate state, federal, and/or local taxing agencies in the Professional’s applicable home jurisdiction.
- 11.2 Professionals are solely responsible for collecting and remitting any sales tax and/or gross receipts tax to their respective state and/or local jurisdictions if required (according to jurisdiction).
- 11.3 The Professional is responsible for complying with any income tax, sales tax, and any other pertinent laws governing sales of Gig Services in the Professional’s home jurisdiction.
- 11.4 Professionals are not employees or any other kind of agent of M4H. M4H offers the Platform to Professionals in exchange for the M4H Fees.
- 12.1 To use our Platform, you must:
- 12.1.1 Be at least of age the age of majority and not disqualified from entering into contracts under any law;
- 12.1.2 complete the registration process;
- 12.1.3 agree to our Terms; and
- 12.1.4 provide true, complete, and up to date legal and contact information and Documents.
- 12.1.5 Provide complete and accurate information about your Gig Services (such as description, equipment requirement, and calendar availability etc.),
- 12.1.6 You represent and warrant that you have the authority to accept these Terms on behalf of the company you may be affiliated with.
- 12.1.7 By using the Platform, you represent and warrant that you will use the Platform only for non-commercial purposes.
- 12.1.8 By using the Platform, you represent and warrant that you meet all the requirements listed above and that you will not use the Platform in a way that violates any laws or regulations. M4H may refuse Service, close Accounts of any users, and change eligibility requirements at any time.
- 12.1.9 By accepting these terms, you represent and warrant that you are qualified concerning the conditions stated herein, therefore, are permitted to use the Platform. If you do not meet any of the conditions stated herein, you shall not access/use the Platform and must cease to be a user.
- 12.1.10 M4H may make access to and use of the M4H Platform, or certain areas or features of the M4H Platform, subject to certain conditions or requirements, such as completing a verification process, establishing payment method, meeting specific quality or eligibility criteria.
13 PERSONAL DATA.
The Term begins as soon as you access the Platform and continues as long as you use the Platform. By entering your username, password and by clicking the “login” “sing in” or “I accept” button means that you have officially “signed” these Terms.
15 ACCOUNT REGISTRATION
- 15.1 To use all features of the Platform, you need to register an Account. For continuous access to our Platform, it is suggested that you provide us with accurate, complete, and updated information wherever applicable. Failing to meet the aforesaid condition may result in the suspension of the respective user Account.
- 15.2 You agree not to (1) misrepresent yourself as someone else by selecting or using a username a name, email, or phone number of another person; (2) use, as a username, an offensive, vulgar, or obscene name; (3) use as a username a fictitious name or pseudonym (with the exception of a relevant and subsisting band or artist name and any such names which are being used to identify you officially throughout the world).
- 15.3 You are solely liable and responsible for any activity that occurs on your Account. You agree and understand that you shall not share your user Account password with anybody or do any such act which promotes unauthorized use of your user Account. You shall take all measures to protect your password, including but not limited to, restricting the use of your personal device.
- 15.4 You must notify us immediately on our Platform of any change in your eligibility to use the Platform, breach of security, or unauthorized use of your Account. You shall have the ability to delete your Account, either through the Platform or through a request made on our Platform.
- 15.5 You understand and agree that by creating a user Account, you agree to receive communication concerning marketing emails and SMS from us. You understand and agree that any communication or notification you receive from us electronically shall qualify as legal notice and meet all the legal notice requirements.
- 15.6 We reserve the right to terminate your access to the Platform and your Account as well as delete all information associated with your Account if you breach the terms of our Terms.
16 PROHIBITED ACTIVITIES.
- 16.1 As a user of the Platform, you agree not to:
- 16.1.1 systematically retrieve data or other M4H Content from the Platform to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us.
- 16.1.2 make any unauthorized use of the Platform, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email or creating user Accounts by automated means or under false pretenses.
- 16.1.3 use a buying agent or purchasing agent to make purchases on the Platform.
- 16.1.4 circumvent, disable, or otherwise interfere with security-related features of the Platform, including features that prevent or restrict the use or copying of any M4H Content or enforce limitations on the use of the Platform and/or the M4H Content or Content contained therein.
- 16.1.5 engage in unauthorized framing of or linking to the Platform.
- 16.1.6 trick, defraud, or mislead us and other users of the Platform, especially in any attempt to learn sensitive account information such as user passwords;
- 16.1.7 make improper use of our customer and other support services or submit false reports of abuse or misconduct.
- 16.1.8 engage in any automated use of the system, such as using scripts to send comments or messages or using any data mining, robots, or similar data gathering and extraction tools.
- 16.1.9 interfere with, disrupt, or create an undue burden on the Platform or the networks or services connected to the Platform.
- 16.1.10 attempt to impersonate another user or person or use the username of another user.
- 16.1.11 sell or otherwise transfer your Account or Professional Profile.
- 16.1.12 use any information obtained from the Platform in order to harass, abuse, or harm another person.
- 16.1.13 use the Platform as part of any effort to compete with us or otherwise use the Platform and/or the M4H Content for any revenue-generating endeavor or commercial enterprise.
- 16.1.14 attempt to bypass any measures of the Platform designed to prevent or restrict access to the Platform, or any portion of the Platform.
- 16.1.15 harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Platform to you.
- 16.1.16 delete the copyright or other proprietary rights notice from any M4H Content.
- 16.1.18 upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Platform or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Platform.
- 16.1.19 upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats (“gifs”), 1×1 pixel, web bugs, cookies, or other similar devices (sometimes referred to as “spyware” or “passive collection mechanisms” or “PCMs”).
- 16.1.20 except as may be the result of a standard search engine or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the Platform, or using or launching any unauthorized script or other software.
- 16.1.21 disparage, tarnish, or otherwise harm, in our opinion, us and/or the Platform.
- 16.1.22 use the Platform in a manner inconsistent with any applicable laws or regulations.
17 USER CONTRIBUTIONS.
- 17.1 The Platform may contain message boards, chat areas, news groups, forums, blogs, communities, personal web pages, links to social media, calendars, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group and other interactive features (collectively, “Interactive Services”) that allow users to post, submit, publish, display, or transmit to other users or other persons (hereinafter, “post”) content or materials, Media (collectively, “User Contributions”) on or through the Platform. All User Contributions must comply with the Content Standards set out below.
- 17.2 Any User Contribution you post to the Platform will be considered non-confidential and non-proprietary. By providing any User Contribution on the Platform, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose/according to your Account Settings.
- 17.3 You represent and warrant that:
- 17.3.1 You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns; and
- 17.3.2 All of your User Contributions do and will comply with these Terms.
- 17.3.3 You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not M4H, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.
- 17.4 We are not responsible or liable to any third party for the content or accuracy of any User Contributions posted by you or any other user of the Platform.
- 17.5 To the maximum possible extent, you hereby grant to M4H a fully-paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully transferable and sublicensable right (through multiple tiers) and license to use, reproduce, perform, display, distribute, adapt, modify, reformat, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all User Contributions, and to sublicense the foregoing rights; and you irrevocably waive and cause to be waived, against M4H and its users any claims and assertions of any moral rights contained in such User Contributions. This section shall survive any termination of your Account or the Platform.
18 CONTENT STANDARDS.
- 18.1 These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable central, federal, state, local, and international laws, and regulations. Without limiting the foregoing, User Contributions must not:
- 18.1.1 contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, hurtful, inflammatory, or otherwise objectionable;
- 18.1.2 promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age;
- 18.1.3 infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person;
- 18.1.4 violate the legal rights (including the rights of publicity and privacy) of others or contains any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms.
- 18.1.5 contain images or videos of persons without such person’s consent;
- 18.1.6 be likely to deceive any person
- 18.1.7 involve drugs, narcotics, steroids, controlled substances, pharmaceuticals, or similar products or therapies that are either illegal, prohibited, or enjoined by an applicable regulatory body; legal substances that provide the same effect as an illegal drug; or other products, medical practices, or any related equipment or paraphernalia that have been found by an applicable regulatory body to cause consumer harm;
- 18.1.8 promote any illegal activity, or advocate, promote, or assist any unlawful act;
- 18.1.9 cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person;
- 18.1.10 funding a ransom, human trafficking or exploitation, vigilantism, bribes, or bounty;
- 18.1.11 impersonate any person or misrepresent your identity or affiliation with any person or organization;
- 18.1.12 involve or promote terrorism or, any activity that promotes war, genocide, knives, explosives, ammunition, firearms, or other weaponry or accessories;
- 18.1.13 involve annuities, investments, loans, equity or lottery contracts, lay-away systems, off-shore banking or similar transactions, money service businesses (including currency exchanges, check cashing, or the like), pyramid schemes, “get rich quick schemes” (i.e., Investment opportunities or other services that promise high rewards), network marketing and referral marketing programs, debt collection or crypto-currencies;
- 18.1.14 involve collecting payments on behalf of merchants by payment processors or otherwise; including but not limited to self-payments on Gig Services or an attempt to bypass or otherwise circumvent the designated method of payment as provided by M4H;
- 18.1.15 involve credit repair or debt settlement services
- 18.1.16 involve products or services that directly infringe or facilitate infringement upon the trademark, patent, copyright, trade secrets, or proprietary or privacy rights of any third party
- 18.1.17 involve the illegal sale or resale of a brand name or designer products or services;
- 18.1.18 involve collecting or providing funds for any purpose other than as described in a Gig Services description;
- 18.1.19 any other activity that we may deem in our sole discretion to be in support of individuals and/or entities associated with alleged financial crimes including but not limited to corruption, bribery, tax evasion, fraud, and activities of a similar nature; or
- 18.1.20 involve any election campaigns that are not run by a registered organization within the supported country;
- 18.1.21 give the impression that they emanate from or are endorsed by us or any other person or entity if this is not the case.
- 18.1.22 involve any other activity that we may deem in our sole discretion to be unacceptable
19 MONITORING AND ENFORCEMENT; TERMINATION.
- 19.1 We have the right to:
- 19.1.1 remove or refuse to post any User Contributions for any or no reason in our sole discretion;
- 19.1.2 take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates the Terms, including the Content Standards, infringes any intellectual property right or other rights of any person or entity, threatens the personal safety of users of the Platform or the public, or could create liability for us;
- 19.1.3 disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy;
- 19.1.4 take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Platform; or
- 19.1.5 terminate or suspend your access to all or part of the Platform for any or no reason, including without limitation, any violation of these Terms.
- 19.2 Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Platform or otherwise accessing or using our Platform.
- 19.3 YOU HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVE AND HOLD US AND OUR AFFILIATES, LICENSEES, AND SERVICE PROVIDERS HARMLESS FROM ANY AND ALL CLAIMS, DAMAGES, LIABILITIES, AND COSTS RESULTING FROM ANY ACTION TAKEN BY M4H/ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER M4H/SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
- 19.4 We do not undertake to review any material before it is posted on the Platform and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for the performance or nonperformance of the activities described in this section.
20 INTERACTIONS WITH OTHER MEMBERS.
You are solely responsible for your interactions with the Amateur Members, other Professionals, and Visitors of the Platform. The extent of our background check is limited by the quality and scope of service provided by our third-party investigative service and the limitations of computer-accessible public records. You are not obligated to meet Amateur Members, other Professionals, and Visitors of the Platform offline. We do not verify the statements made by the Amateur Members, other Professionals, and Visitors of the Platform. We make no representations or warranties as to the conduct of Amateur Members, other Professionals, and Visitors of the Platform. You agree to take reasonable precautions in all interactions with Amateur Members, other Professionals, and Visitors of the Platform. You understand that we make no guarantees, either express or implied, regarding your experience with Amateur Members, other Professionals, and Visitors you meet through our Platform. You do so at your own risk and at your own peril.
Subject to the Terms, M4H gives you a limited, revocable, non-sublicensable, non-exclusive, and non-transferable license to the Platform (and other items displayed on the Platform for download) only for purposes of using the Platform in accordance with these Terms. It is expressly prohibited without the prior express permission from M4H to use, reproduce, modify, distribute, or store any Content for purposes other than using the Platform consistent with these Terms.
22 INTELLECTUAL PROPERTY RIGHTS.
- 22.1 The Platform contains the Intellectual Property of M4H in the form of content, graphics, videos, audios, text, and any other digital content (“M4H Content”). This is an agreement for the use of the Platform, and you are not granted a license to any M4H Content under these Terms. Except to the extent that applicable laws prevent us from doing so, you will not, directly or indirectly: (i) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of, or found at or through the Platform; (ii) remove any proprietary notices or labels from the M4H Content; reproduce or copy the M4H Content or any part thereof; (iii) modify, translate, or create derivative works based on the M4H Content; (iv) copy, distribute, pledge, assign, or otherwise transfer or encumber rights to the M4H Content; (v) create any derivative product from any of the foregoing; (vi) without our express written permission, introduce automated agents or scripts to the Platform so as to produce multiple accounts, generate automated searches, requests and queries, or to strip or mine data from the Platform; or (vii) allow third parties to gain access to the Platform or to M4H Content in any manner other than as expressly permitted in this Terms and Conditions for Professionals.
- 22.2 You acknowledge and agree that the Platform, the names, and logos and all related product and names, design marks and slogans, and all other material comprising the Platform, are the property of the M4H or its affiliates (collectively, the “Marks”). Unless stated otherwise, all Marks are protected as the copyright, trade dress, trademarks, and/or other intellectual properties owned by us or by other parties that have licensed their material to us. You are not authorized to use any of the Marks in any advertising, publicity, or any other commercial manner without the prior written consent of M4H. Your use of the Platform confers no title or ownership in the Platform or the Marks and is not a sale of any rights in the Platform or the Marks. All ownership rights remain in M4H or its third-party suppliers, as the case may be.
- 22.3 You are solely responsible for any content, Media, and other material that you submit, publish, transmit, or display on, though, or with our Platform (“Content”). You grant us a non-exclusive, worldwide, royalty-free, and fully-paid license to use the Content, as necessary, for purposes of providing the Platform to you and other users of the Platform. All rights in and to the Content not expressly granted to us in these Terms are reserved by you.
- 22.4 You acknowledge and agree that any comments, ideas, and/or reports provided to us (“Feedback”) shall be the property of M4H and you hereby irrevocably transfer and assign to M4H such Feedback, and all associated intellectual property rights, provided however that you shall be free to use such Feedback in the ordinary conduct of your business.
23 PROTECTION OF INTELLECTUAL PROPERTY.
- 23.1 General.It is our policy to limit access to our Platform of users who infringe the intellectual property rights of others, as a consequence of which we shall terminate your Account. If you find that anything on our Platform infringes any copyright that you own or control, please contact us using the information provided below.
- 23.2 DMCA Notification.If you are a copyright owner or an agent thereof and believe that any content made available via the Platform infringes upon your copyright, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing us with the following information in writing: (a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (b) identification of the claimed infringing material and information reasonably sufficient to permit us to locate the material on the Platform (providing the URL(s) of the claimed infringing material satisfies this requirement); (c) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an email address; (d) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (e) a statement by you, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or are authorized to act on the copyright owner’s behalf; and (f) your physical or electronic signature. Please send us all notices in connection with copyright infringements to: firstname.lastname@example.org.
- 23.3 Counter-Notice.If you feel that any of Your Content was improperly removed or made unavailable to other users, please contact us via the contact information set forth above.
24 THIRD-PARTY SERVICES.
The Platform provided by us may permit you to link to other websites, services, or resources on the Internet, and other websites, services or resources may contain links to the Platform. Also, Content may contain links to other websites, services, or resources on the Internet. When you access third-party resources on the Internet, you shall do so at your own risk. These other resources are not controlled by us, and you agree that we shall not be responsible or liable for including but not limited to the content, functions, accuracy, legality, appropriateness, or any other aspect of such websites or resources. The inclusion of any such link shall not imply our endorsement or any association in any way between their operators and us. You also agree that we will not be responsible or liable in any case, either directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods, or services available on or through any such website or resource.
We reserve the right to terminate your access to all or any part of the Platform at any point of time, without providing any cause, with or without notice, effective immediately, which may result in the forfeiture and destruction of all information associated with your Account. You may terminate your Account if you wish to do so by placing a request on our Platform. Any such termination shall immediately revoke the license granted under Section 21, and you shall effective immediately be prohibited from accessing or using the Platform or Content for any reason. If Professionals cancel their Accounts, all Gig Services under Progress will be automatically canceled, and the Amateur Members will receive refunds in accordance with our cancellation terms specified herein or in the absence thereof, in our sole discretion. If you cancel your Account, any Professional Fees which may be owed to the Professionals shall stand forfeited. The provisions of these Terms which by their nature should survive termination shall survive termination, including but not limited to Licenses, warranty disclaimers, ownership provisions, limitations of liability, and indemnification.
To the maximum extent permissible by applicable law, you hereby absolutely release M4H and its affiliates as well as all other users of the Platform from responsibilities including but not limited to, claims, causes of action, liability, expenses, demands, and/or damages (actual and consequential) of all kinds and nature, known and unknown and claims of negligence that may arise from the use of or inability to use, or in relation to your use of and/or reliance on the Platform, including any disputes which may arise between users and the acts or omissions of third parties.
27 WARRANTY DISCLAIMER.
THE PLATFORM AND GIG SERVICES ARE PROVIDED “AS IS”, “AS AVAILABLE” BASIS. THE USE OF THE PLATFORM IS AT THE USER’S SOLE RISK. THE PLATFORM AND GIG SERVICES ARE PROVIDED WITHOUT WARRANTY, REPRESENTATION, OR GUARANTEE OF ANY KIND WHATSOEVER, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF TITLE OR ACCURACY AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED, WITH THE SOLE EXCEPTION OF WARRANTIES (IF ANY) WHICH CANNOT BE EXPRESSLY EXCLUDED UNDER APPLICABLE LAW. M4H, OUR DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, PARTNERS, AND CONTENT PROVIDERS DO NOT WARRANT THAT: (I) THE PLATFORM AND GIG SERVICES ARE OR WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME, INSTANCE OR LOCATION; (II) ANY DEFECTS MATERIAL OR NOT, OR ERRORS WILL BE CORRECTED; (III) ANY/ALL CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE PLATFORM IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; (IV) ANY/ALL INFORMATION IS COMPLETE, ACCURATE, UP-TO-DATE, OR RELIABLE; (V) ANY PARTICULAR SERVICE, CONTENT, OR PRODUCT REFERRED TO IN THE PLATFORM AND GIG SERVICES ARE SAFE, APPROPRIATE, OR EFFECTIVE FOR YOUR AND/OR YOUR EMPLOYEES; (VI) THAT RESULTS OF USING THE SERVICES PROVIDED BY US AND GIG SERVICES WILL MEET YOUR REQUIREMENTS(VII) THE USE OF THE PLATFORM PROVIDED BY US AND GIG SERVICES SHALL COMPLY WITH ANY LAWS, RULES, REGULATIONS, REQUIREMENTS, POLICIES, QUALIFICATIONS, OR BEST PRACTICES, INCLUDING BUT NOT LIMITED TO PRIVACY LAWS, PROFESSIONAL LICENSURE, OR REIMBURSEMENT; (VIII) THE USE OF THE PLATFORM AND GIG SERVICES SHALL NOT RESULT IN LEGAL DUTIES OR LIABILITY. WE DO NOT GUARANTEE IN ANY INSTANCE THAT ANY PARTICULAR CONTENT OR MATERIAL SHALL BE MADE AVAILABLE THROUGH THE PLATFORM AND GIG SERVICES.
You acknowledge and agree that you shall at all times defend, indemnify, and hold harmless us, our affiliates, and each of our and our affiliate’s including but not limited to, respective officers, directors, contractors, employees, agents, suppliers, and representatives against all liabilities, claims, fees, costs, penalties or sanctions, losses, expenses, and interest of any nature, including reasonable attorneys’ fees, arising out of or which may relate to (a) your use or misuse of, or access to, the Platform; (b)your violation of any privacy, professional, ethics, licensing, or consumer protection laws, rules, or regulations; (c) your misuse of anyone’s private, proprietary, or Personal data; (d) infringement by you (or any third party using your Account or identity in the Platform) of any intellectual property or other rights of any person or entity; or (e) otherwise in violation of these Terms in any way. It is our right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall assist and cooperate with us in asserting any available defenses at your expense, including reasonable attorneys’ fees incurred by us.
29 LIMITATION OF LIABILITY.
THE USE OF THE PLATFORM OFFERED BY US IS ENTIRELY AT YOUR OWN RISK. IN NO CASE SHALL WE, NOR OUR OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, PARTNERS, SUPPLIERS, CONTENT PROVIDERS, OR ANY USERS BE LIABLE TO YOU UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH REGARDS TO THE PLATFORM FOR: (I) ANY LOST PROFITS, LOSS IN REVENUE, LOSS OF GOODWILL, ANY DATA LOSS, LOSS OF USE, COST OF PROCURING SUBSTITUTE GOODS OR SERVICES, OTHER INTANGIBLE LOSSES, OR INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, COMPENSATORY, EXEMPLARY, RELIANCE, PUNITIVE, LIQUIDATED, OR ANY SIMILAR CONSEQUENTIAL DAMAGES OF ANY TYPE WHATSOEVER (HOWEVER ARISING), (II) ANY, VIRUSES, BUGS, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGIN), (III) ANY PERSONAL INJURY OR HARM, INCLUDING DEATH, WHICH IS CAUSED BY YOUR USE OR MISUSE OF THE PLATFORM, (IV) ANY CLAIMS, DEMANDS, OR DAMAGES ARISING OUT OF OR RELATING TO ANY DISPUTE BETWEEN YOU AND ANY OTHER USER OF THE PLATFORM, OR (V) ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) OF THE GREATER OF (A) ANY FEES PAID BY YOU FOR USING OF PARTICULAR SERVICES DURING THE IMMEDIATELY PREVIOUS THREE (3) MONTH PERIOD OR (B) US$5000. REMEDIES UNDER THESE TERMS AND CONDITIONS FOR PROFESSIONALS ARE EXCLUSIVE AND ARE LIMITED TO THOSE EXPRESSLY PROVIDED FOR IN THESE TERMS AND CONDITIONS FOR PROFESSIONALS. NOTHING IN THESE TERMS AND CONDITIONS FOR PROFESSIONALS SHALL BE DEEMED TO EXCLUDE OR LIMIT YOUR LIABILITY IN RESPECT OF ANY INDEMNITY GIVEN BY YOU UNDER THESE TERMS.
30 GOVERNING LAW AND DISPUTE RESOLUTION.
The parties agree that the validity, operation, and performance of these Terms shall be governed by and interpreted in accordance with the laws of the state of Colorado applicable therein (notwithstanding conflict of law rules). The Parties do expressly and irrevocably concede to the jurisdiction of courts with respect to any matter or claim, suit, action, or proceeding arising under or related to these Terms.
Any dispute concerning the subject matter of these Terms, or the breach, termination, or validity thereof (a “Dispute”) will be settled exclusively in accordance with the procedures set forth herein. The party seeking resolution of a Dispute will first give notice in writing of the Dispute to the other party, setting forth the nature of the Dispute and a concise statement of the issues to be resolved. If the Dispute has not been resolved through good faith efforts and negotiations of senior officers or representatives of the parties within fifteen (15) days of receipt by the relevant party of the notice of Dispute, such notice will be deemed to be a notice of arbitration and the parties agree to submit the Dispute to a single arbitrator mutually agreeable to both parties. The venue of such arbitration shall be as may be mutually decided by the Parties. In the event that the Parties cannot agree on a sole arbitrator, the arbitrator will be appointed by a judge of the appropriate court on application by either party to the Dispute. All decisions and awards rendered by the arbitrator will be final and binding upon the parties for all questions submitted to such arbitrator, and the costs associated with such submission shall be shared equally by the parties involved in the Dispute unless the arbitrator decides otherwise. The parties waive all rights of appeal, therefore to any court or tribunal, and agree that the only recourse by any party to any court will be for the purpose of enforcing an arbitration award.
31 CLASS ACTION WAIVER.
The Parties hereby expressly waive their right to bring or participate in a class-action lawsuit. The Parties agree that each may bring claims to the fullest extent legally permissible against the other only in their individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. Further, unless both you and we agree otherwise, an arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding.
32 CUSTOMER SERVICE.
We may provide help and guidance through our customer care representatives. Telephone calls between you and our customer care representatives may be recorded for quality assurance purposes. If we feel that your behavior towards any of our customer care representatives or other employees is at any time threatening or offensive, we reserve the right to immediately terminate your Account.
33 PRIVACY AND COMMUNICATIONS.
34 COMMERCIAL RELEASE.
By using the Platform, you hereby authorize us and our agents, successors, and assigns to photograph and/or videotape and/or record you and/or your voice(s) without restriction and to utilize such photographs/videos and/or voice transcriptions or recording for any commercial purpose, including, but not limited to, the promotion and marketing of our Platform, without further compensation whatsoever of any kind as a result of such use.
35 INTERNATIONAL USERS.
The Platform is controlled, operated, and administered by M4H from our offices within the USA. If you access the Platform from a location outside the USA, you are responsible for compliance with all local laws. You agree that you will not use the M4H Content accessed through the Platform in any country or in any manner prohibited by any applicable laws, restrictions, or regulations.
We shall have the right to make modifications or replace any of the Terms, or suspend, change, or discontinue the Platform (including but not limited to, the availability of any featured content, or database,) at any time or instance by posting a notice through the Platform. We may also do so by sending you a notice via email, via the Platform, or by any other means of communication. We reserve the right to impose limits on certain features and services. We may if required to do so restrict your access to parts or all of the Platform without notice or liability. We endeavor to try and provide notice of modifications to these Terms. However, you also agree that it is also your responsibility to make reasonable efforts to be aware of such modifications.
When you continue to use the Platform after notification of any modifications to the Terms shall mean acceptance of those modifications, and those modifications shall apply to your continued use of the Platform going forward. Your use of the Platform is subject to the Terms in effect at the time of such use.
- 37.1 Entire agreement and severability. These Terms are the entire agreement between you and us with regards to the Platform. These Terms supersede all prior, contemporaneous communications and proposals made (whether oral, written, or electronic) between you and us with regards to the Platform. If any provisions mentioned in these Terms are found to be unenforceable or invalid, that particular provision or provisions will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect and enforceable. In the event of the failure of either Party to exercise in any respect, any right provided for herein shall not be deemed a waiver of any further rights hereunder.
- 37.2 Relationship of the parties. You and M4H are independent contractors. These Terms shall not and do not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship of any kind between the Parties. You shall not have any authority of any kind to bind us in any respect. Unless expressly stated otherwise in these Terms, there are no third-party beneficiaries to the Terms. We do not have any special relationship with you nor any fiduciary duty.
- 37.3 Force majeure. We will not be liable in any case for any failure or delay in the performance of our obligations for any reason hereunder if such failure results from (a) any cause beyond our reasonable control, including but not limited to, mechanical, electronic, or communications failure or degradation, denial-of-service attacks, (b) any failure by a third-party hosting provider or utility provider, (c) strikes, shortages, riots, fires, acts of God, war, terrorism, and governmental action.
- 37.4 Assignment. You agree that these Terms are personal to you, and are not assignable, transferable, or sublicensable by you. We reserve the right to assign, transfer or delegate any of our rights and obligations hereunder without obtaining consent.
- 37.5 Notices. All notices under these Terms shall be in writing Unless otherwise specified in these Terms of Service. Notices to us shall be sent by email to email@example.com. You shall ensure written confirmation of receipt for notice to be effective. Notices to you shall be sent to your last known email address (or the email address of your successor, if any) and/or to any email address that would be reasonably likely to provide notice to you, and such notice shall be effective upon transmission.
- 37.6 No waiver. Our failure to enforce any part of these Terms shall not constitute a waiver of our right to later enforce that or any other part of these Terms. Waiver of compliance in any particular instance does not mean that we will waive compliance in the future.
- 37.7 Interpretation. The headers are provided only to make this agreement easier to read and understand.
You may get in touch with us through our Platform or the address given below: Music 4 Humans LLC, 1942 Broadway Street, Suite 314C, Boulder, CO 80302, United States, firstname.lastname@example.org.