Welcome to HIGHVIBES!

This TERMS OF SERVICE AND ARTISTE DISTRIBUTION AGREEMENT (“Agreement”) is a legally binding contract between HIGHVIBES DIGITAL LTD, along with its  Licensors, Affiliates and Content Providers (collectively referred to as “HIGHVIBES” “We,” “Us,” “Our”), and You including individuals, or the authorized representatives (collectively referred to as “You” “User” or “Your”).

 

We provide our Websites, software and other digital services, including but not limited to Digital Distribution, Publishing and Download (“Services”) (collectively, hereinafter referred to as “HIGHVIBES Digital Platform”). Your Use of Our site and Services, including any documents referenced herein, constitutes a legally binding contract between You and Us.

 

BY ACCESSING AND USING THE SERVICES, YOU CONFIRM THAT YOU HAVE READ, UNDERSTOOD, AND AGREED TO THESE TERMS. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A THIRD PARTY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL AUTHORITY TO BIND THAT ENTITY TO THESE TERMS.

 

BY DIGITALLY SELECTING AND APPROVING THE TERMS AND CONDITIONS COLUMN, YOU WILL BE BOUND BY THIS AGREEMENT. IF YOU DO NOT ACCEPT THIS AGREEMENT IN ITS ENTIRETY, PLEASE DO NOT USE THE SERVICES. This Agreement may be modified as further described in Section 2.

 

1.    DEFINITIONS

The following capitalized terms shall have the following meanings for purposes of this Agreement:

• “Authorized Artwork” means album cover artwork and any other artwork relating to Your Authorized Content that You provide to Us. All such artwork will be deemed to have been properly cleared and/or licensed by You for all purposes, unless You provide Us with written notice to the contrary.
• Authorized Territory” means the Universe, or more limited territories, if You so choose, in the registration
• “Authorized Content” means sound recordings and underlying musical compositions that You have designated for digital distribution by Us. Any such sound recordings and the underlying musical compositions must be owned or controlled by You and/or have been cleared by You for all purposes and rights granted and authorized hereunder by
• “Copyright Management Information” means the digital information conveying information regarding a Digital Master, such as your name, the title of the applicable album, the name of the song and the record company name.
• “Digital Master” or “Digital Masters” means a copy or copies of Your Authorized Content in digital
• “The “Effective Date” means the date on which Your material becomes available on the DSP’s

 

2.    MODIFICATION OF TERMS

• All features, content, and prices of services described or depicted on Our Platform are subject to change at any time without notice. 
• We reserve the right, at Our sole discretion, to change, modify or otherwise alter these Terms at any time. You must review these Terms on a regular basis to keep Yourself informed of any changes.
• By Using the HIGHVIBES Digital Platform, You agree that the posting of new or revised Terms on or within the HIGHVIBES Digital Platform shall constitute adequate and constructive notice to You of any and all revisions and changes.
• Continued Use of the HIGHVIBES Digital Platform after any such changes or after explicitly accepting the new Terms upon logging into the HIGHVIBES Digital Platforms shall constitute Your acceptance of such changes.
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3. ELIGIBILITY AND REGISTRATION OBLIGATION

• By registering, You acknowledge and certify that You are eligible for an account and the information You include as part of the registration process is accurate and not misleading. Accounts may only be obtained and used by: (i) individuals who are at least eighteen (18) years old or of legal age in their country of residence, if such age exceeds eighteen (18); (ii) those individuals whose registration has been authorized either by their parents or legal guardian, if they are below the legal age in their respective country of residence; or (iii) individuals with the right and authority to act on behalf of an organization or entity for the purposes of accessing and using HIGHVIBES Digital Platform.
• Upon registering for an account, you agree to and are bound by the following conditions:

i. You shall provide accurate and current registration information and maintain the accuracy of your account details.

 

 ii. Your account is for your personal use exclusively. You shall not create multiple accounts, or transfer your account.

 

iii. are responsible for maintaining the confidentiality and security of your username, password, and all other login credentials. You are prohibited from allowing any third party to use your account.

 

iv. You must promptly notify us of any unauthorized use of your account. You assume full responsibility for all activities that occur under your account, regardless of whether they were authorized by you.

 

4.    GRANT OF RIGHTS/ AUTHORIZATION

You hereby appoint Us as Your authorized representative for the sale and distribution of Your authorized content. While Your relationship with HIGHVIBES DISTRIBUTION for selling Your music is non-exclusive, the specific rights You grant Us under this Digital Distribution Agreement are exclusive. This is because online retailers do not accept the same content from multiple distributors. Accordingly, You hereby grant to Us the exclusive right, and to our partners (herein each a “Partner”) the non-exclusive right, during the Term and throughout the Territory to:

• Reproduce, distribute, and otherwise Use Your Digital Masters on any and all Digital Streaming Platforms (DSPs), and to collect all royalties and revenues generated from this distribution.
• Perform and make available, for promotional purposes and without remuneration to the Artiste, portions of Your Authorized Content (“Clips”) by “streaming” to promote the license, sale and distribution of Digital Masters.
• Promote, sell, distribute, and deliver Digital Masters (as individual tracks or entire albums) and associated metadata to purchasers and resellers who may Use such Digital Masters in accordance with Usage rules approved by Us;
• Use and authorize others to license the Use of and sale of Your Authorized Content in connection with all manner of phone services, such as, but not limited to, sales or licenses of Digital Masters as downloads (including, without limitation, downloads to cell phones) and for Use as ringtones and ring back tones;
• Use and authorize others to allow copies of a Digital Master to be distributed as so-called “conditional” downloads, whether tethered to a device, time limited, play limited or otherwise;
• “Stream” and authorize others to “stream” Your Authorized Content, either on-demand or as part of an internet radio service;
• Use and distribute Copyright Management Information as embodied in a Digital Master;
• Display and electronically fulfill and deliver Authorized Artwork Used in connection with Your Authorized Content for personal Use, solely in conjunction with the applicable Digital Master.
• Use Your Authorized Content, Authorized Artwork, and metadata as may be reasonably necessary or desirable for Us to exercise our rights under this Agreement.
• Manage the right in Your music through YouTube’s Content ID system which includes the right to; upload Your audio to YouTube’s system, scan for videos that contain Your song and place ads on videos that use Your song, Promote and license your music within our own integrated MCN network, including granting whitelisting permissions to channels within our network.
• Authorize our Partners to perform any one or more of the activities specified
• You hereby submit Your content and grant to Us a worldwide license to allow Us use, reproduce, and distribute Your content and any derivative works in connection with our business, including promotional activities and merchandising, and to authorize others to do the same. We may use the name you submit with the content. The license granted to Us is revocable only upon your removal or deletion of the content, or deactivation of Your account. You may also terminate the license for specific content by providing written notice. We will terminate the license within a reasonable timeframe, but may retain copies on its servers.
• While You are free to pursue other avenues to distribute Your Content online, You hereby agree to grant Us the exclusive right to digitally distribute Your Authorized Content to our current and future partners in accordance with the grant of rights chosen in Your digital distribution service option (to prevent multiple parties from delivering the same content multiple times to the same partners), for as long as You are signed up to deliver to those partners through Us.
• You hereby grant and appoint us, during the Term of this Agreement, as your sole and exclusive administrator for musical compositions and works that you own or control and have not been previously assigned to a third-party publisher. This includes, without limitation, the right to collect all income derived from your publishing rights, including mechanical, public performance, and synchronization royalties, from all sources worldwide. You authorize us to act on Your behalf to register, license, and otherwise manage your musical works and to enter into agreements consistent with the services. After the term ends, We have a 12-month post-term collection period to collect any income earned during the term but not yet paid.

5. TERM

The Term of this Agreement will commence on the day You first use our Services/ platform and will continue, unless and until terminated by either You or Us. We have the sole right to terminate these Terms, Your account, and your access to the Services at any time without prior notice. We also have the right to terminate this Agreement immediately if We determine that Your account or content is found to be causing, or is likely to cause, material harm or detriment to Our commercial interests, You are engaging in fraudulent, illegal, or materially deceptive activity, threatening and unprofessional (damaging to Our reputation or business relationships) activities.

 

6.    FREEMIUM AND PREMIUM CONTENT POLICY AND SUBSCRIPTION

• All content submissions for freemium accounts are subject to mandatory performance criteria. We reserve the right, in our sole discretion, to reject any content from freemium Users who have fewer than 1,000 monthly listeners. Furthermore, if a freemium User’s account fails to generate a minimum of £50 in revenue within six (6) months from the date of initial content distribution, We shall have the right, to immediately terminate the Your account and remove all associated content from Our platform without further notice.
• User acknowledges and agrees that all Content uploaded, posted, or otherwise made available on HIGHVIBES Digital platform is subject to Our review and performance standards. In the event that any such content, in the Company’s reasonable and good faith judgment, fails to meet commercially viable performance metrics or presents an unviable commercial return, the Company may, without liability, remove or disable access to said content immediately and without notice. The Company reserves the right, but shall not be obligated, to notify User of any such action. The User agrees and acknowledges that such removal is a reasonable measure to ensure the commercial viability and operational efficiency of HIGHVIBES Digital platform.
• Upon subscribing to Our annual premium plan, As the end of Your subscription year approaches, an automatic renewal process to ensure that You maintain access to our premium services without any disruption will be implemented.
• At the end of Your annual premium plan, We will automatically charge the credit card that was Used for the previous payment. This ensures a hassle-free renewal process, allowing You to enjoy Our premium services. In the event that the automatic payment attempt is unsuccessful, We will deduct the subscription fee directly from the royalties available on Your dashboard. This means that Your account may have a negative balance based on the amount needed for the premium plan renewal. Additional, Where Your accrued revenue/royalties on Your dashboard is insufficient to offset the premium subscription fee, We reserve the right to immediately terminate Your account and remove all associated content from the platform without further notice after a grace period of thirty (30) days.
• To provide transparency and ample time for You to manage Your account, We will endeavor to send a notice to your provided email address one (1) week prior to the expiration of your premium plan. This notice will contain details regarding the impending renewal, including the renewal amount and instructions for updating payment information. Our failure to send or your failure to receive this notice shall not, however, relieve you of your obligation to renew or of any other obligations under these terms, nor shall it result in any liability to us. You remain solely responsible for managing your account and ensuring timely renewal.
• Should You wish to make any changes or if there are any issues with the automatic renewal process, We ask You to notify Us via email or take the necessary actions through Your account dashboard. This will help Us address any concerns promptly and ensure a smooth renewal process.

7.    ROYALTIES AND ACCOUNTING

• For content resold through our distribution partner, We will pay You an amount equal to Seventy percent (70%) of the net profit price that We receive from them for the sale or other licensed Uses of Your Digital Masters. (Excluding Artistes on any of Our paid plan/premium subscription who are entitled to 100% of the net profit price).
• Withdrawals can only be made when an Artiste has reached the minimum threshold of 25GBP (25 POUNDS). Payment will constitute full and adequate consideration for all rights granted, and all obligations undertaken by You in this

Withholding royalties (¨escrow¨) for blocked accounts; We may block and withhold revenues in Your account that are received in connection with content that We believe, in our sole discretion, violates the Terms of Service or the agreements We have with Digital Service Providers (DSPs). The money is kept in escrow for a timeframe of 24 months or until a claim is received. The royalties will be held in escrow in order to be able to respond in the following situations:

 

i. An End User proves his/her account is not fraudulent, and therefore, royalties will be made available to the End User.

 

ii. We receive claims from DSPs asking for a refund of the royalties in case any DSPs deems it was generated through unauthorized or fraudulent activity. (As mentioned above, DSPs have the right to reclaim these royalties during a timeframe of 24 months).

 

iii. We receive claims from legitimate rights holders, claiming the payout of the royalties that have been retained, plus royalties that already have been paid to End Users with claimed unauthorized or fraudulent activity.

 

• We will maintain records, which report the sale or other licensed uses of Your Digital You may, but not more than once a year and at Your own expense, examine those records. You may make these examinations only for verifying the accuracy of the statements sent to You. All such examinations will be in accordance with GAAP procedures and regulations in accounting. You may make such an examination for a particular statement only once within one (1) year after the date We send You the statement.
• Audits are limited to records specifically related to the sales or licensed uses of your Digital Masters. You may retain a certified public accountant for this purpose, provided their firm is not concurrently auditing the company’s records for another party.
• Any and all objections to a statement must be delivered to us in writing, with specific reasons, within one (1) year after the date the statement was issued. After this period, each statement shall become conclusively binding upon you. Your sole and exclusive remedy for any claim related to our statements shall be the recovery of any royalties found to be owed, and you shall not be entitled to pursue any other claims or remedies.

8.    RIGHT TO WITHDRAW MATERIAL

You have the right to withdraw Your permission for the sale or other Uses of Your Authorized Content and Authorized Artwork, upon written notice to Us (“Withdrawal”). Within Five (5) business days following our receipt of Your notice of Withdrawal, We will advise our partners that they are no longer authorized to offer the sale or other Use of Your Authorized Content or Authorized Artwork. Sending of Your notice of Withdrawal will not limit Your responsibility for sales and other Uses of Your Authorized Content and/or Authorized Artwork that occurred prior to the implementation of such Withdrawal and will not limit in any way the rights of end Users who have acquired Your Authorized Content or Authorized Artwork. We will not responsible for any delays of our Partners in removing Your Authorized Content and Authorized Artwork.

 

9.    NAMES AND LIKENESSES FOR PROMOTIONAL USE

• You hereby grant to Us, during the Term, the right to Use and to authorize our partners to Use the names and approved likenesses of, and biographical material concerning any Artistes, bands, producers and/or songwriters, as Well as track and/or album name, and Authorized Artwork, in any marketing materials for the sale, promotion and advertising of the applicable Digital Master, which is offered for sale or other Use under the terms of this Agreement (e.g., an Artiste or band name and likeness may be Used in an informational fashion, such as by textual displays or other informational passages, to identify and represent authorship, production credits, and performances of the applicable Artiste or band in connection with the exploitation of applicable Digital Masters).
• You hereby grant to Us and our partners the right to market, promote and advertise the Digital Masters as available for purchase or license, as We and they determine in our and their discretion.
• You hereby authorize Us to register all Your releases for our YouTube sound recording service (Content ID). This would enable Us to collect all royalties on Your behalf from any visual content on YouTube that contains releases that Were distributed by You through HIGHVIBES.
• You hereby authorize Us to deliver Your release to all of our current retail partners with no exception under any circumstance, You also authorize Us to deliver Your release(s) to our future partners automatically with no exception under any circumstance.

10.    OWNERSHIP

We maintain full ownership, rights, and interests in the Services, including all related intellectual property rights. Any rights pertaining to the Services that are not explicitly granted in this agreement are fully reserved. All trademarks, logos, and service marks (“Marks”) presented within the Services are owned by HIGVIBES or their respective third-party proprietors. You hold all rights, titles, and interests in your authorized content, approved artwork, digital masters, clips, all copyrights and relevant rights associated with them, and any additional materials You provide to Us.

                                                

11.    INDEMNIFICATION & REFUND POLICY

• You hereby indemnify, save, and hold Us harmless from any and all damages, liabilities, costs, losses and expenses (including, but not limited to, legal costs and attorneys’ fees) arising out of or connected with any claim, demand, or action which is inconsistent with any of the warranties, representations, covenants or agreements made by You in this Agreement, including, but not limited to, Your representations and warranties regarding copyrights or any other rights in and to any other forms of intellectual
• You will reimburse Us, on demand, for any payment made by Us at any time with respect to any damage, liability, cost, loss or expense to which the foregoing indemnity Pending the determination of any claim, demand, or action, We may, at our election, withhold payment of any monies otherwise payable to You hereunder in an amount which does not exceed Your potential liability to Us pursuant to this paragraph. We can only issue a refund of any annual paid plan if You haven’t distributed any release and this can only be within the first 30 days of Your subscription, We won’t issue any refund if You have distributed at least one song for an Artiste or after 30 days of You joining the subscription plan, There’s no refund policy for monthly premium subscriptions.

 

12.    REPRESENTATIONS AND WARRANTIES

• You represent and warrant that You have the full authority to act on behalf of any and all owners of any right, title or interest in and to Your Authorized Content or Authorized Artwork, or metadata.
• You warrant and represent that if You are under the age of 18 that You have Your parent’s and/or legal guardian’s written consent to enter into these Terms.
• You represent and warrant that You own or control the necessary rights in order to make the grant of rights, licenses and permissions herein, and that the exercise of such rights, licenses and permissions by Us and our Licensees shall not violate or infringe the rights of any third party.
• You represent and warrant that You will not act in any manner which conflicts or interferes with any of Our existing commitment or obligation and that no agreement previously entered into by You will interfere with the performance of our obligations under this Agreement.
• Each party represents and warrants that it shall perform its obligations hereunder in full compliance with any applicable laws, rules and regulations of any governmental authority having jurisdiction over such performance.
• We make no guarantees whatsoever about there being any minimum sales or Uses of any Digital Master, Both Free & Paid plan Users have access to our playlist pitching service; We still reserve the sole right to decide which song could be pitched or not as this is an editorial decision from and by Us. Hence – You cannot impose on Us to compulsorily pitch a track for play listing.

 

13.    DISCLAIMER AND LIMITATIONS.

• We do not represent or warrant that the site, services, or its Use will be uninterrupted, will be free of inaccuracies or errors, will meet Your requirements, or will operate in the configuration or with the hardware or software that You Use.
• We make no warranties other than those made expressly in this agreement and hereby disclaims any and all implied warranties, including, without limitation, warranties of fitness for a particular purpose, and non-infringement.
• We will not be liable to You or any third party for any consequential, incidental, indirect, punitive, or special damages (including damages relating to lost profits, lost data or loss of goodwill) arising out of, relating to, or connected with the Use of the HIGHVIBES service, based on any cause of action, even if advised of the possibility of such damages.

• We shall not be held liable for damages, delays, or failures in performance when such occurrences result from events beyond reasonable control. These events include, but are not limited to: fire, lightning, explosions, power surges or failures, water damage, acts of God, war, revolution, civil unrest, acts of civil or military authorities, or public enemies. This provision also extends to any law, regulation, ordinance, or governmental requirement, as well as labor unrest, including strikes, slowdowns, picketing, or boycotts. If such act shall make performance of this Agreement impossible for more than three months this agreement shall be treated as frustrated and terminated at that date.

 

14.    INTELLECTUAL PROPERTY/COPYRIGHT INFRINGEMENT CLAIMS

•  We solely and exclusively own all intellectual property and other right, title and interest in and to Our Site. You will not acquire any right, title or interest therein under these Terms or otherwise.
•  We respect the intellectual property of others and takes the protection of copyrights and all other intellectual property very seriously and asks that its Users do the same. Infringing activity will not be tolerated on or through the Site or Services.
• We will promptly remove or disable materials from Our Site that We believe in good faith, following its receipt of notice that the materials, content uploaded infringe a third party’s rights. Whether or not We disable access to or removes materials, We may attempt to forward the written notification, including the complainant’s contact information, to the User who posted the content and/or take other reasonable steps to notify the User that We have received notice of an alleged violation of intellectual property rights or other violation.
• We may also, in Our discretion, terminate the accounts of repeat copyright infringers and shall takedown or freeze the revenue of such User who post inaccurate or unlawful content or who infringes third party rights.

• Where Content provided by You is determined to constitute an infringement of intellectual property rights, a fee/ charge of 10GBP shall be imposed for each established claim of infringement.

• We will initiate takedowns of suspicious content for blocked accounts and all content that is involved in fraudulent issues. However, please also note that any content may be marked as suspicious by DSPs at their sole discretion and may be taken down at their discretion. Any content that is taken down due to infringement report from any DSP shall attract a Takedown fee/charge of 10GBP.

•  We may issue a warning to You before terminating Your account — except in extreme cases of violation and prejudice to our business, where We may be forced to terminate an account immediately.  Note that We shall have the right, but not the obligation, to issue a warning and or notice.

• Where We issue a warning, We will place the potentially fraudulent/infringing sub-account/account under closer scrutiny and provide an opportunity to correct the situation. We expects You to investigate such warning and act accordingly in a timely manner so as to ensure that Your actions, or that of Your end Users/sub-accounts, do not lead to repeated infringement. We will notify You of any violation within 3 business days of the issue being discovered or reported to Us. Such violations include, but are not limited to; Intellectual property or trademark violations, Significant levels of artificial streaming, Violations of any of the DSPs’ Terms of Use, Violations of YouTube’s monetization policy

• We maintain the right to decide when to withdraw access to distribute to the DSP(s) and to terminate the Your Consequences of fraudulent activities if We deem that You and/or Your end User is in breach of the Terms of service are set below. We will have the right to take the following actions; Takedown Content, Withhold Royalties and place them in escrow, Disable distribution to DSPs and Terminate Your account.
• Should Your actions or those of Your end users be found to cause any fraudulent or infringing activity, We reserve the right to terminate our agreement and close your account immediately. We may also deduct any costs we incur as a result, including legal fees, from any future payments owed to you. If these costs exceed your withheld earnings, We may pursue additional legal action.
• Where we have detected potential infringing or unauthorized activity. Your account will be blocked preventively while information from You will be required. When You provide the requested information within 2 working days, and the information can be verified, the account will be unblocked. We may request You to take the following steps in order to unblock the account: (i). Your information must be fully fixed (i)i. You must send Us a copy of an identification document (passport or national ID). (iii) Provide Your profile, Website URL(s), Twitter, Facebook, Instagram, etc., Your profile must have historical data to support the sales data.
• In the case where You cannot or refuse  to provide the requested information within 2 working days, We may block and withhold revenues in Your account that are received in connection with content that We believe, in our sole discretion, to violate our Terms of Service or violate our Agreements with DSPs. If your account is blocked, You will not be able to access the platform and, therefore, any of Our services and also, Your content will be taken down.
• Royalties will be held in an escrow account for a period of up to twenty-four (24) months. This period is in accordance with the contractual rights of Digital Service Providers (DSPs) to reclaim royalties within that same timeframe.
• To report a copyright infringement, send a written notice to Us at copyright@highvibesdistribution.com. Your notice must contain all of the following:

i. Your signature.

ii. A description of your copyrighted work.

iii. A description of the infringing material and its location on our platform.

iv. Your contact information (address, phone number, and email).

v. A statement that you have a good-faith belief that the use of the material is not authorized.

vi. A statement, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on their behalf.

• Be aware that under 17 U.S.C. 512(f) of the Digital Millennium Copyright Act (“DMCA”), you may be liable for damages, including legal fees, if you knowingly make a false claim of copyright infringement.

15.    GOVERNING LAW AND DISPUTE RESOLUTION

• This Agreement, and any disputes, claims, or controversies arising from or related to it, shall be governed by and construed in accordance with the laws of the Republic of Ghana without giving effect to any principles of conflicts of law.
•   If any dispute, difference, or controversy arises out of or in relation or connection to this Agreement, or a breach, termination or invalidity thereof, the parties shall attempt to resolve and settle such amicably by negotiations between themselves. If the dispute, difference, or controversy cannot be resolved by negotiation within Thirty (30) days, the dispute shall be referred to arbitration in accordance with the Ghana Alternative Dispute Resolution Act, 2010 (Act 798). The place of arbitration shall be Accra, Ghana, and the language of the arbitration shall be English. The decision of the arbitrator shall be final and binding on both parties.
•  To the fullest extent permitted by applicable law, all materials and documents exchanged during the arbitration will be kept confidential.
•  All claims must be submitted exclusively to individual (non-class action) binding arbitration. All disputes shall be arbitrated or litigated solely on an individual basis and not on a class or representative basis.
•   Any claim must be brought within one (1) year after the cause of action arises, after which time such claim shall be permanently barred. This provision does not apply where prohibited by law.

16.    SURVIVAL AND SEVERABILITY

• The expiration or termination of the Term will not relieve You from Your obligations incurred prior to or during the Term. Accordingly, applicable provisions of this Agreement will continue to apply even after the expiration of the Term
• If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable, such determination shall not affect any other provision hereof, and the unenforceable provision shall be replaced by an enforceable provision that most closely meets the commercial intent of the parties.

17.    GENERAL PROVISIONS/MISCELLANEOUS

• This Agreement shall not be deemed to create a partnership or joint venture, and neither You nor Us is the other’s agent, partner, or employee.
• You hereby understand, acknowledge, and agree that any use of Your Personal Data or other information collected from Your account and use of the Sites, Software, Materials, and/or Services, does not constitute an actionable breach of your privacy or publicity rights.
• The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and shall not be deemed to limit or affect any of the provisions hereof.
• This Agreement cannot be changed or modified except as provided A waiver by either party of any term or condition of this Agreement will not be deemed or construed as a waiver of such term or condition, or of any subsequent breach thereof.
• By using Our Platform, you waive any and all claims for damages or losses that may arise from the termination of Your account.
• This Agreement will be binding on the assigns, heirs, executors, affiliates, agents, personal representatives, administrators, and successors (whether through merger, operation of law, or otherwise) of each of the
• Any notice, approval, request, authorization, direction or other communication under this Agreement shall be given in writing and shall be deemed to have been delivered and given for all purposes on the delivery date if sent by electronic mail to the addresses provided to and by You upon registration on Our Website or as properly updated.
• This Agreement contains the entire understanding of the parties relating to the subject matter hereof. This Agreement supersedes all previous agreements or arrangements between Us pertaining to the digital distribution of content, provided that if You previously entered into a digital distribution agreement with Us in the past, and elected any options, those options will remain in place under this Agreement.