Mapp for Artists

Effective March 1, 2019

Mapp Music App was created for You; the music lovers and music makers who want to enjoy the freedom of sharing their musical visions with the multiverse.  Who knows You better than You!

No Gatekeepers just Music! Welcome to the Mapp!

 Mapp Music App for Artists Terms and Conditions

This document may be occasionally revised.  Should changes occur, we will notify you by revising the date at the top of the policy. We may provide you with additional notice by posting a statement to our website homepage or sending you a notification.  In order to stay informed about our information practices and the choices available to you we encourage you to review the Privacy Policy whenever you access the Mapp Site or interact with us in various ways.

The principles behind Mapp The Music App for Artists and the Terms below help Mapp empower you whenever we design products and features for Mapp The Music App artists. They are important because they:

• Explain the rights you give to us when using Mapp for Artists
• Describe the rules you must follow when using Mapp for Artists
• Outline your legal rights on Mapp for Artists
• Establish how we pay you for your User Content
• Carefully read the Terms, our Privacy Policy and any other Terms referenced in this document.

        We are excited about putting your music on Mapp The Music App!

1.  Introduction To Mapp Music App

Mapp Music App for Artists Service (“Mapp for Artists”), is one part of the service, websites and software applications (together, the “Mapp Service”) offered by Mapp Records LLC. (“Mapp,” “we”, “us”, “our”). Mapp for Artists is a service that gives you the ability to pinpoint your audience, build meaningful relationships with fans, and enjoy creative expression on Mapp Music App. For example, by posting User Content (defined below in Section 6) such as a photograph or image, we will use the photograph or image:

• To represent you on the Mapp Service;
• To promote you to your fans, followers and other listeners;
• In social media cards when your fans share your music; and
• In marketing materials when we promote Mapp for Artists to you.

By signing, posting content to, or otherwise using the Mapp for Artists service, websites, and software applications (together, the “Mapp for Artists Service” or “Service”), or accessing any content or material that is made available by Mapp through the Service (the “Content”), you are entering into a binding contract with Mapp. Your use of the Mapp for Artists Service is also subject to the Mapp Terms and Conditions of Use available here (the “Mapp Terms and Conditions”) and Mapp’s Privacy Policy (“Privacy Policy”).  In the event of any conflict between a provision in the Mapp Terms and Conditions and the Mapp for Artist Terms, the provisions of these Mapp for Artists Terms will govern.

Your agreement with us includes the Mapp for Artists Terms and our Privacy Policy (the Mapp for Artist Terms, Privacy Policy, as well as, any additional terms that you agree to in the Entire Agreement section in Section 18 below, are referred to together as the “Agreements”). The effective version of the Agreements can be found on Mapp’s website if you wish to review the terms of the Agreements. You acknowledge that you have read and understood the Agreements, have had the opportunity to review the Agreements with legal counsel even if you have chosen not to do so, accept these Agreements, and agree to be bound by them. If you do not agree with or cannot comply with the Agreements, then you may not use the Mapp for Artists Service. By using the Service, you further consent to receiving communications from us as described in the Privacy Policy available here. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including written communications. All Agreements are hereby incorporated by reference into these Mapp for Artists Terms.

Read the Agreements carefully. This document contains important information about the Mapp for Artists Service provided to you. The Agreements include information about future changes to the Agreements, export controls, limitations of liability, privacy information, a class action waiver, and resolution of disputes by arbitration instead of in court, among other things.

Any incorrect information that you provide during sign-up can be corrected during sign up by returning to the previous screens and correcting the information and also by accessing your settings page upon login.

In order to use the Mapp for Artists Service and access the Content, you need to (1) be 18 or older, or be 13 or older and have your parent or guardian’s consent to the Agreements, (2) have the power to enter a binding contract with us and not be barred from doing so under any applicable laws, (3) not have been previously barred from the Service for violating these Agreements or for violating any other agreement to which you are a party, and (4) be resident in a country where the Service is offered.  If you are using or opening an account on the Service on behalf of a company, entity (including a band) or organization (including, but not limited to, a band) (each a “Subscribing Entity”), then you represent and warrant that: (x) you are an authorized representative of that Subscribing Entity with the authority to bind such entity to the Agreements, regardless of whether you remain an authorized representative of that Subscribing Entity, (y) the Subscribing Entity agrees to be bound by the Agreements, and (z) you agree to be bound by the Agreements on behalf of such Subscribing Entity. You also promise that any registration information that you submit to Mapp is true, accurate, and complete, now and in the future.

2.  Changes to the Agreements

Changes may be made to the Agreements in our sole discretion. When material changes are made to the Agreements, Mapp will provide you with prominent notice as appropriate under the circumstances, e.g., by displaying a prominent notice within the Service or by sending you an email.  In some cases, we will notify you in advance, and your continued use of the Service after the changes have been made will constitute your acceptance of the changes. Please make sure you carefully read any such notice. If you do not wish to continue using the Service under the new version of the Agreements, you may terminate the Agreements by contacting us through info@mapprocks.com. Notwithstanding the preceding sentences of this paragraph, no revisions to the Agreements will apply to any dispute between you and Mapp that arose prior to the date of such changes.

3.  Enjoying Mapp for Artists

Mapp for Artists provides tools and services to help artists connect with their fans, grow and understand their audience, and manage their profiles. Some Mapp for Artists services are provided to you free-of-charge. You can learn more about our services by visiting our website. You acknowledge that we provide these tools and services to you for free in exchange for your use of the Service and the provision of any Content to the Service and that others (e.g., labels) may be given access to certain Mapp for Artists tools and services.

4.  Payments.   In return for distributing your User Content, Mapp will retain as a distribution fee the sum of ten percent (10%) of all net profits generated by the Mapp App Store and will distribute the balance to you each calendar quarter.  If the Mapp service is used by a record label the label is responsible for paying the artist(s), producer(s) and any other parties entitled to a royalty from the exploitation of the recordings. Net profits are defined herein as worldwide gross revenues less actual expenses incurred by Mapp in distributing the recordings including taxes owed to a governmental agency.  You will have the right to examine the financial books and records of Mapp once per year at its principal place of business within one year of receiving your royalty statement.

5.  Rights We Grant You

The Mapp for Artists Service and the Content are the property of Mapp or Mapp's licensors. We grant you a limited, non-exclusive, revocable license to make use of the Mapp for Artists Service, and a limited, non-exclusive, revocable license to make personal, non-commercial, entertainment use of the Content and to use the Mapp for Artists Service for commercial use to promote your Content and personal brand as an Artist to fans (the “License”). This License shall remain in effect until and unless terminated by you or Mapp. You assure and agree that you are using the Content for your own personal, non-commercial, entertainment use or commercial use solely as permitted by these Mapp for Artists Terms, and that you will not redistribute or transfer the Mapp for Artists Service or the Content.

The Mapp software applications and the Content are licensed, not sold, to you, and Mapp and its licensors retain ownership of all copies of the Mapp software applications and Content even after installation on your personal computers, mobile handsets, tablets, and/or other relevant devices (“Devices”) existing now or in the future.

All Mapp trademarks, service marks, trade names, logos, domain names, and any other features of the Mapp brand (“Mapp Brand Features”) are the sole property of Mapp or its licensors. The Agreements do not grant you any rights to use any Mapp Brand Features whether for commercial or non-commercial use, and all goodwill generated from the use of any Mapp Brand Features will become the property of Mapp.

You agree to abide by our User guidelines and not to use the Mapp for Artists Service, the Content, or any part thereof in any manner not expressly permitted by the Agreements.  Except for the rights expressly granted to you in these Agreements, Mapp grants no right, title, or interest to you in the Mapp for Artists Service or Content, by implication, estoppel or otherwise. All rights not granted to you are expressly reserved by Mapp.

Third party software (for example, open source software libraries) included in the Mapp for Artists Service are licensed to you either under the Agreements or under the relevant third party software library’s license terms.

6.  Third Party Applications

The Mapp for Artists Service is integrated with third party applications, websites, and services (“Third Party Applications”) to make content, products, and/or services available to you. These Third Party Applications may have their own terms and conditions of use and privacy policies and your use of these Third Party Applications will be governed by and subject to such terms and conditions and privacy policies. You understand and agree that Mapp does not endorse and is not responsible or liable for the behavior, features, or content of any Third Party Application or for any transaction you may enter into with the provider of any such Third Party Applications.

7.  User Content

Mapp for Artists users may post, upload, and/or contribute (“post”) content to the Service (which may include, pictures, videos (subject to the limitation noted below), text, messages, information, playlist information, and/or other types of content, as well as sound recordings and audiovisual works embodying musical works or sound recordings, or both (“User Content”).

With respect to any User Content you post on Mapp, You agree that, (1) you have the right to post such User Content and to grant Mapp the rights to such User Content as set forth in the Agreements, (2) such User Content, or its use by Mapp as contemplated by the Agreements, does not violate the Agreements, applicable law, or the intellectual property (including without limitation copyright), publicity, personality, or other rights of others or imply any affiliation with or endorsement of you or your User Content by Mapp or any other artist, band, label, entity or individual without express written consent from such individual or entity, (3) no royalties or other fees will be payable by Mapp to any third party for the reproduction, distribution, public display, public performance, creation of derivative works, or other use or exploitation of such User Content, and (4) all User Content you submit to the Service is correct, accurate, and does not contain Objectionable Content (defined below in Section 8).  You expressly grant to Mapp the gratis right to license the public performance of your musical compositions embodied in sound recordings and audiovisual works performed on global radio, global internet, playlisting and live streaming.

Mapp may, but has no obligation to, monitor, review, or edit User Content. Because there is a risk to hosting user uploaded content, including User Content, Mapp reserves the right, in all cases, to remove or disable access to any User Content for any or no reason, including, but not limited to, User Content that, in Mapp’s sole discretion, violates the Agreements, the rights of any third party, poses a reputational risk to Mapp or any other person, or would cause Mapp to be in breach of any agreement to which Mapp is a party. Mapp may take these actions without prior notification to you or any third party and without any liability to you for such removal. However, Mapp does not obligate itself to remove any User Content except as required by law.

You are solely responsible for all User Content that you post. Mapp is not responsible for User Content nor does it endorse any opinion contained in any User Content. YOU AGREE THAT IF ANYONE BRINGS A CLAIM AGAINST MAPP RELATED TO USER CONTENT THAT YOU POST, THEN, TO THE EXTENT PERMISSIBLE UNDER LAW, YOU WILL INDEMNIFY AND HOLD MAPP HARMLESS FROM AND AGAINST ALL DAMAGES, LOSSES, AND EXPENSES OF ANY KIND (INCLUDING REASONABLE ATTORNEYS’ FEES AND COSTS) ARISING OUT OF SUCH CLAIM AND/OR YOUR BREACH OF THE REPRESENTATIONS SET FORTH IN THE AGREEMENTS.

8.  Rights You Grant Us

In consideration in part for the rights granted to you under the Agreements, you grant us the right (1) to allow the Mapp for Artists Service to use the processor, bandwidth, and storage hardware on your Device in order to facilitate the operation of the Service, (2) to provide advertising and other information to you and alongside any User Content on the Service, and (3) to allow our business partners participate in same.  In any part of the Mapp for Artists Service, the Content you view, including its selection and placement, may be influenced by commercial considerations, including agreements with third parties.

Feedback is considered a type of User Content. If feedback from you is provided, ideas or suggestions to Mapp in connection with the Mapp for Artists Service or Content (“Feedback”), then regardless of what your accompanying communication may say, you acknowledge that the Feedback is not confidential and that you grant Mapp a worldwide, non-exclusive, irrevocable, perpetual, royalty free and unlimited license to use your Feedback in any way, for any purpose, and through any medium or technology now known or hereafter created, whether in whole or in part, and whether as modified or unmodified.

You grant Mapp a non-exclusive, transferable, sub-licensable, royalty-free, irrevocable, fully paid, worldwide license to use, reproduce, make available to the public (e.g., perform or display), publish, translate, modify, create derivative works from, and distribute any of your User Content solely as it appears on the Service through any medium, whether alone or in combination with other content or materials, in any manner and by any means, method or technology, whether now known or hereafter created, to present and make available your User Content to users of Mapp and the Mapp for Artists Services, and in any and all marketing and promotional materials including but not limited to digital and print media, social media platforms, presentations, submissions, or any industry or commercial advertising purposes. You further grant us the non-exclusive, irrevocable, fully paid, worldwide right to use your name, likeness, and photograph on the Services and in our marketing communications to advertise, market and promote the availability of your User Content on the Service.

Aside from the rights specifically granted in the Agreements, you retain ownership of all rights, including intellectual property rights, in the User Content that you post, and you have only granted us a license as set forth in the Agreements. Where applicable and permitted under applicable law, you also agree to waive any “moral rights” (or the equivalent under applicable law), such as your right to be identified as the author of any User Content, and your right to object to derogatory treatment of such User Content. If such moral rights are not waivable, then you agree not to sue Mapp for failure to identify you as the author of any User Content or for any use of your User Content on the Services.

9.  User Guidelines

Mapp respects intellectual property rights and you must to do the same in accordance with Mapp Rules

(“Rules")  The current rules are listed below, but these may be updated, or we may provide you with additional rules, from time to time, consistent with Section 2 above. Please follow these rules and encourage other users to do the same.

The following is not permitted for any reason whatsoever:

9.1 copying, redistributing, reproducing, “ripping”, recording, transferring, performing or displaying to the public, broadcasting, or making available to the public any part of the Mapp for Artists Service or the Content, or otherwise making any use of the Mapp for Artists Service or the Content which is not expressly permitted under the Agreements or applicable law or which otherwise infringes the intellectual property rights (such as copyright) in the Mapp for Artists Service or the Content or any part of it;

9.2 using the Mapp for Artists Service to import or copy any local files you do not have the legal right to import or copy in this way;

9.3 transferring copies of cached Content from an authorized Device to any other Device via any means;

9.4 reverse-engineering, decompiling, disassembling, modifying, or creating derivative works based on the Mapp for Artists Service, Content or any part thereof unless permitted by applicable law;

9.5 circumventing any technology used by Mapp, its licensors, or any third party to protect the Content or the Mapp for Artists Service;

9.6 selling, renting, sub-licensing or leasing of any part of the Mapp for Artists Service or the Content;

9.7 circumventing any territorial restrictions applied by Mapp or it licensors;

9.8 artificially increasing play count or otherwise manipulating the Services by using a script or other automated process;

9.9 taking any action that imposes an unreasonable load on the Mapp for Artists Service;

9.10 removing or altering any copyright, trademark, or other intellectual property notices contained on or provided through the Mapp for Artists Service (including for the purpose of disguising or changing any indications of the ownership or source of any Content);

9.11 “crawling” the Mapp for Artists Service or otherwise using any automated means (including bots, scrapers, and spiders) to collect information from Mapp;

9.12 framing or linking to any of the materials or information available on the Site;

9.13 deleting or altering any material Mapp or any other user makes available on the Mapp for Artists Service; or

9.14 selling a user account or playlist, or otherwise accepting any compensation, financial or otherwise, to influence the name of an account or playlist or the content included on an account or playlist.

Please respect Mapp, the owners of the Content, yourself, and other users of the Mapp for Artists Service.  Don’t engage in any activity, post any User Content, or register and/or use a username, which is or includes material that:

9.15 would violate any agreement to which you are a party, such as, by way of example and not limitation, an exclusive recording agreement or publishing agreement;

9.16 promotes any product, good or service for which you receive consideration of any form without making all required disclosures pursuant to the Federal Trade Commission’s (“FTC”) Guides Concerning the Use of Endorsements and Testimonials in Advertising, as such Guides may be amended from time-to-time by the Federal Trade Commission (following this link for additional information);

9.17 is offensive, abusive, defamatory, pornographic, threatening, obscene, or advocates or incites violence;

9.18 is illegal, or intended to promote or commit an illegal act of any kind, including but not limited to violations of intellectual property rights, privacy rights, or proprietary rights of Mapp or a third party;

9.19 includes your password or purposely includes any other user’s password or purposely includes personal data of third parties or is intended to solicit such personal data;

9.20 includes malicious content such as malware, Trojan horses, or viruses, or otherwise interferes with any user’s access to the Service;

9.21 is intended to or does harass or bully other users;

9.22 impersonates or misrepresents your affiliation with another user, person, or entity, or is otherwise fraudulent, false, deceptive, or misleading;

9.23 uses automated means to artificially promote content;

9.24 involves the transmission of unsolicited mass mailings or other forms of spam (“spam”), junk mail, chain letters, or similar, including through the Mapp inbox;

9.25 involves commercial or sales activities, such as advertising, promotions, contests, sweepstakes, or pyramid schemes that are not expressly authorized by Mapp;

9.26 links to, references, or otherwise promotes commercial products or services, except as expressly authorized by Mapp;

9.27 exposes confidential or proprietary information of a third party or personal information about yourself that you do not wish broadcast to people around the world;

9.28 interferes with or in any way disrupts the Mapp for Artists Service, alters, breaches, or attempts to probe, scan, or search and/or test for vulnerabilities in the Service or Mapp’s computer systems, network, usage rules, or any of Mapp’s security components, authentication measures or any other protection measures applicable to the Service, the Content or any part thereof; or

9.29 conflicts with the Agreements, as determined by Mapp.

You agree that you will not assist or permit any person in engaging in any of the activities in Sections 9.1 through 9.29.

All content listed in Sections 9.1 through 9.29 is “Objectionable Content.”  You acknowledge and agree that posting any such Objectionable Content may result in immediate termination or suspension of your Mapp account.  Mapp may also reclaim your username for any reason, including, but not limited to, for the purpose of giving your username to another user of the Mapp for Artists Service, and Mapp will have no liability to you if it does so.

The Mapp for Artists Service includes social and interactive features, including the ability to post User Content, share content, and make certain information about you public.  Shared or publicly available information may be used and re-shared by other users on Mapp or across the web, and may live on in perpetuity once posted. Mapp has no responsibility for your choices to post material on the Service.

You will be able to sign in to the Mapp for Artists Service using your credentials for the Mapp Service. As always, your password protects your user account, and you are solely responsible for keeping your password confidential and secure. You are responsible for all use of your username and password on the Service. If your username or password is lost or stolen, or if you believe there has been unauthorized access to your account by third parties, please notify us immediately and change your password.

You may delegate access to and use of your account on the Mapp for Artists Service to your designated representatives, including managers and other representatives (“Account Admins”). You are fully responsible for the behavior and activities of your Account Admins on the Mapp for Artists Service and their compliance with the Agreements while accessing your account. You may revoke the access and use rights of Account Admins by contacting Mapp for Artists customer service by visiting the Contact Us section of our website.

If there is a dispute between you and any Account Admins as to the ownership or authorized use of an account, then Mapp may suspend all access to such account at any time and without any liability to you or any other person. Mapp may resolve disputes among users, including Account Admins, or it may leave the resolution of disputes up to the parties involved, who may seek relief from a court of competent jurisdiction. If Mapp resolves any dispute, then you agree that Mapp’s decision is final and binding upon you and that you will have no cause of action against Mapp, although you may have recourse against any third parties as provided under law. Mapp will also abide by any lawful order from a court of competent jurisdiction.

10. Infringement and Reporting User Content

Mapp respects the rights of intellectual property owners. If you believe that any Content infringes your intellectual property rights or other rights, and/or Mapp is notified by an intellectual property owner or their agent that any Content infringes a protected legal right, then Mapp may, in its absolute discretion, take actions without prior notification to the provider of that Content. If the provider believes that the content is not infringing, the provider may submit a counter-notification to Mapp with a request to restore the removed content.  If you believe that any Content does not comply with the user guidelines, please notify us at info@maprocks.com

11.  Service Limitations and Modifications

Mapp will make reasonable efforts to keep the Mapp for Artists Service operational. However, Mapp makes no assurances that the Mapp for Artists Service will be available continuously on a 24 x 7 x 365 basis. Certain technical difficulties or maintenance may result in temporary interruptions. Mapp reserves the right, periodically and at any time, to modify or discontinue, temporarily or permanently, functions and features of the Mapp for Artists Service, with or without notice, all without liability to you, except where prohibited by law, for any interruption, modification, or discontinuation of the Mapp for Artists Service or any function or feature thereof. You understand, agree, and accept that Mapp has no obligation to maintain, support, upgrade, or update the Service, or to provide all or any specific content through the Service. This section will be enforced to the extent permissible by applicable law. Mapp and/or the owners of any Content may, from time to time, remove any such Content without notice to the extent permitted by applicable law or the Agreements.

12.  Data Insights; Mistakes

You acknowledge that Mapp for Artists is a free service that we are providing to you for use at our discretion. Mapp for Artists may provide you with the ability to view demographic data on your fans and usage data of your music. While we work hard to ensure the accuracy of the data, we do not guarantee that the Mapp for Artists Service or the data we collect from the Service will be available error-free or that mistakes, including mistakes in the data insights that we provide to you, will not happen from time to time. Where there is a glitch or mistake in the Service, we will take all reasonable efforts to address or correct these mistakes. You agree that you will hold us harmless against any damage, liability, or costs that you incur as a result of a mistake, error, or glitch in this free service or arising from your use of the data. All data is provided to you “As Is.” You use all such data provided by us at your sole risk and discretion.

13.  Customer Support

For customer support with account-related questions (“Customer Support Queries”), please contact info@mapprocks.com We will use reasonable endeavors to respond to all Customer Support Queries within a reasonable time frame but we make no guarantees or warranties of any kind that any Customer Support Queries will be responded to within any particular time frame and/or that we will be able to satisfactorily answer any such queries.

14.  Export Control

Mapp’s products may be subject to U.S. export and re-export control laws and regulations or similar laws applicable in other jurisdictions, including the Export Administration Regulations (“EAR”) maintained by the U.S. Department of Commerce, trade and economic sanctions maintained by the Treasury Department’s Office of Foreign Assets Control (“OFAC”), and the International Traffic in Arms Regulations (“ITAR”) maintained by the Department of State. You warrant that you are (1) not located in Cuba, Iran, North Korea, Sudan, or Syria; and (2) are not a denied party as specified in the regulations listed above.

You agree to comply with all applicable export and re-export control laws and regulations, including the EAR, trade and economic sanctions maintained by OFAC, and the ITAR. Specifically, you agree that you shall not – directly or indirectly – sell, export, re-export, transfer, divert, or otherwise dispose of any products, software, or technology (including products derived from or based on such technology) received from Mapp under the Agreements to any destination, entity, or person prohibited by any applicable laws or regulations of the United States or any other jurisdiction without obtaining prior authorization from the competent government authorities as required by those laws and regulations. This export control clause shall survive termination or cancellation of the Agreements.

15.  Term and Termination

The Agreements will continue to apply to you until terminated by either you or Mapp upon sixty (60) days written notice.  However, you acknowledge and agree that the perpetual license granted by you in relation to User Content, including Feedback, is irrevocable and will therefore continue after expiration or termination of any of the Agreements for any reason.  Mapp may terminate the Agreements or suspend your access to the Mapp for Artists Service at any time, including in the event of your actual or suspected unauthorized use of the Mapp for Artists Service and/or Content, or non-compliance with the Agreements, without notice and without liability to you. If you or Mapp terminate the Agreements, or if Mapp suspends your access to the Mapp for Artists Service, you agree that Mapp shall have no liability or responsibility to you and Mapp will not refund any amounts that you have already paid, to the fullest extent permitted under applicable law.  To learn how to terminate your Mapp account, please contact at info@mapprocks.com. This section will be enforced to the extent permissible by applicable law.  Certain sections, either explicitly or by their nature, must remain in effect even after termination of the Agreements.

16.  Warranty and Disclaimer

THE FOLLOWING WARRANTY DISCLAIMER APPLIES TO THE FULLEST EXTENT PERMITTED BY LAW:

WE ENDEAVOUR TO PROVIDE THE BEST SERVICE POSSIBLE, BUT YOU UNDERSTAND AND AGREE THAT THE MAPP FOR ARTISTS SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT EXPRESS OR IMPLIED WARRANTY OR CONDITION OF ANY KIND. YOU USE THE MAPP FOR ARTISTS SERVICE AT YOUR OWN RISK. MAPP AND ALL OWNERS OF THE CONTENT MAKE NO REPRESENTATIONS AND DISCLAIM ANY WARRANTIES OR CONDITIONS OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NEITHER MAPP NOR ANY OWNER OF CONTENT WARRANTS THAT THE MAPP FOR ARTISTS SERVICE IS FREE OF MALWARE OR OTHER HARMFUL COMPONENTS. IN ADDITION, MAPP MAKES NO REPRESENTATION NOR DOES IT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY THIRD PARTY APPLICATIONS (OR THE CONTENT THEREOF), USER CONTENT, OR ANY OTHER PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY ON, THROUGH OR FROM THE MAPP FOR ARTISTS SERVICE OR ANY HYPERLINKED WEBSITE, OR FEATURED IN ANY BANNER OR OTHER ADVERTISING. YOU UNDERSTAND AND AGREE THAT MAPP IS NOT RESPONSIBLE OR LIABLE FOR ANY TRANSACTION BETWEEN YOU AND THIRD PARTY PROVIDERS OF THIRD PARTY APPLICATIONS OR PRODUCTS OR SERVICES ADVERTISED ON OR THROUGH THE MAPP FOR ARTISTS SERVICE. AS WITH ANY PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE. NO ADVICE OR INFORMATION WHETHER ORAL OR IN WRITING OBTAINED BY YOU FROM MAPP SHALL CREATE ANY WARRANTY ON BEHALF OF MAPP IN THIS REGARD.

THIS DOES NOT AFFECT YOUR STATUTORY RIGHTS AS A CONSUMER.

17.  Limitation

YOU AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY LAW, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY PROBLEMS OR DISSATISFACTION WITH THE MAPP FOR ARTISTS SERVICE IS TO UNINSTALL ANY MAPP SOFTWARE AND TO STOP USING THE MAPP FOR ARTISTS SERVICE. WHILE MAPP ACCEPTS NO RESPONSIBILITY FOR THIRD PARTY APPLICATIONS OR THE CONTENT THEREOF, AND WHILE YOUR RELATIONSHIP WITH SUCH THIRD PARTY APPLICATIONS MAY BE GOVERNED BY SEPARATE AGREEMENTS WITH SUCH THIRD PARTIES, TO THE FULLEST EXTENT PERMITTED BY LAW, YOUR SOLE AND EXCLUSIVE REMEDY, AS WITH RESPECT TO MAPP, FOR ANY PROBLEMS OR DISSATISFACTION WITH THIRD PARTY APPLICATIONS OR THE CONTENT THEREOF, IS TO UNINSTALL AND/OR STOP USING ANY SUCH THIRD PARTY APPLICATIONS.

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL MAPP, ITS OFFICERS, SHAREHOLDERS, EMPLOYEES, AGENTS, DIRECTORS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, ASSIGNS, SUPPLIERS, OR LICENSORS BE LIABLE FOR (1) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES; (2) ANY LOSS OF USE, DATA, BUSINESS, OR PROFITS (WHETHER DIRECT OR INDIRECT), IN ALL CASES ARISING OUT OF THE USE OR INABILITY TO USE THE MAPP FOR ARTISTS SERVICE, THIRD PARTY APPLICATIONS, OR THIRD PARTY APPLICATION CONTENT, REGARDLESS OF LEGAL THEORY, WITHOUT REGARD TO WHETHER MAPP HAS BEEN WARNED OF THE POSSIBILITY OF THOSE DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE; OR (3) AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE MAPP FOR ARTISTS SERVICE, THIRD PARTY APPLICATIONS, OR THIRD PARTY APPLICATION CONTENT MORE THAN THE AMOUNTS PAID BY YOU TO MAPP DURING THE PRIOR TWELVE MONTHS IN QUESTION, TO THE EXTENT PERMISSIBLE BY APPLICABLE LAW.

18.  Third Party Rights

You acknowledge and agree that the owners of the Content and certain distributors (such as app store providers) are intended beneficiaries of the Agreements and have the right to enforce the Agreements directly against you. Other than as set out in this section, the Agreements are not intended to grant rights to anyone except you and Mapp, and in no event shall the Agreements create any third party beneficiary rights. Furthermore, the rights to terminate, rescind, or agree to any variation, waiver, or settlement of the Agreements are not subject to the consent of any other person.

If you have downloaded the App from the Apple, Inc. (“Apple”) App Store or if you are using the App on an iOS device, you acknowledge that you have read, understood, and agree to the following notice regarding Apple. This Agreement is between you and Mapp only, not with Apple, and Apple is not responsible for the Service and the content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Service. In the event of any failure of the Service to conform to any applicable warranty, then you may notify Apple and Apple will refund any applicable purchase price for the App to you; and, to the maximum extent permitted by applicable law, Apple has no other warranty obligation whatsoever with respect to the Service. Apple is not responsible for addressing any claims by you or any third party relating to the Service or your possession and/or use of the Service, including, but not limited to: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third party claim that the Service and/or your possession and use of the App infringe that third party’s intellectual property rights. You agree to comply with any applicable third party terms, when using the Service. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement. You hereby represent and warrant that (1) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (2) you are not listed on any U.S. Government list of prohibited or restricted parties.

19.  Entire Agreement

Other than as stated in this section or as explicitly agreed upon in writing between you and Mapp, the Agreements constitute all the terms and conditions agreed upon between you and Mapp and supersede any prior agreements in relation to the subject matter of these Agreements, whether written or oral.

However, other aspects of your use of the Mapp for Artists Service may be governed by additional agreements. That could include, for example, access to the Mapp for Artists Service as a result of a gift card or free or discounted Trials. When you are presented with an offer for such aspects of your use, you will be presented with any related additional agreement, and you may have an opportunity to agree to additional terms. Some of those additional terms are listed on Mapp’s website. To the extent that there is any irreconcilable conflict between any additional terms and these Mapp for Artists Terms, the additional terms shall prevail.

20. Severability and Waiver

Unless as otherwise stated in the Agreements, should any provision of the Agreements be held invalid or unenforceable for any reason or to any extent, such invalidity or enforceability shall not in any manner affect or render invalid or unenforceable the remaining provisions of the Agreements, and the application of that provision shall be enforced to the extent permitted by law.  Any failure by Mapp or any third party beneficiary to enforce the Agreements or any provision thereof shall not waive Mapp’s or the applicable third party beneficiary’s right to do so.

21. Assignment

Mapp may assign the Agreements or any part of them, and Mapp may delegate any of its obligations under the Agreements. You may not assign the Agreements or any part of them, nor transfer or sub-license your rights under the Agreements, to any third party.

22. Indemnification

To the fullest extent permitted by law, you agree to indemnify and hold Mapp harmless from and against all damages, losses, and expenses of any kind (including reasonable attorney fees and costs) arising out of: (1) your breach of this Agreement; (2) any User Content; (3) any activity in which you engage on or through the Mapp for Artists Service, including the conduct of your permitted Account Admins; and (4) your violation of any law or the rights of a third party.

23.  Choice of Law, Mandatory Arbitration and Venue

23.1 Governing Law / Jurisdiction

The Agreements (and any non-contractual disputes/claims arising out of or in connection with them) are subject to the laws of the state of Tennessee, United States of America, without regard to choice or conflicts of law principles.  Further, you and Mapp agree to the jurisdiction of Davidson County, Tennessee to resolve any dispute, claim, or controversy that relates to or arises in connection with the Agreements (and any non-contractual disputes/claims relating to or arising out of or in connection with them) and is not subject to mandatory arbitration under Section 24.2.1.

Mapp does not accept any codes of conduct as mandatory in connection with the services provided under this agreement.

24.2  Arbitration

24.2.1 Dispute resolution and arbitration

You and Mapp agree that any dispute, claim, or controversy between you and Mapp arising in connection with or relating in any way to these Agreements or to your relationship with Mapp as a user of the Service (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether the claims arise during or after the termination of the Agreements) will be determined by mandatory binding individual (not class) arbitration. You and Mapp further agree that the arbitrator shall have the exclusive power to rule on his or her own jurisdiction, including any objections with respect to the existence, scope or validity of the arbitration agreement or to the arbitrability of any claim or counterclaim. Arbitration is more informal than a lawsuit in court. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. There may be more limited discovery than in court. The arbitrator must follow this agreement and can award the same damages and relief as a court (including attorney fees), except that the arbitrator may not award any relief, including declaratory or injunctive relief, benefiting anyone but the parties to the arbitration. This arbitration provision will survive termination of the Agreements.

24.2.2 Exceptions

Notwithstanding clause 24.2.1 above, you and Mapp both agree that nothing in this Arbitration Agreement will be deemed to waive, preclude, or otherwise limit either of our rights, at any time, to (1) bring an individual action in a U.S. small claims court, (2) pursue enforcement actions through applicable U.S. federal, state, or local agencies where such actions are available, or (3) bring an individual action seeking only temporary or preliminary injunctive relief in a court of law, pending a final ruling from the arbitrator.

24.2.3 No Class or Representative Proceedings: Class Action Waiver

YOU AND MAPP AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless both you and Mapp agree, no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding.

24.2.4 Arbitration rules

Either you or we may start arbitration proceedings. Any arbitration between you and Mapp will take place under the Commercial Arbitration Rules and Mediation Procedures of the American Arbitration Association (“AAA”) then in force (“AAA Rules”), as modified by this Arbitration Agreement. You and Mapp agree that the Federal Arbitration Act applies and governs the interpretation and enforcement of this provision (despite the choice of law provision above). The AAA Rules, as well as instructions on how to file an arbitration proceeding with the AAA, appear at adr.org, or you may call the AAA at 1-800-778-7879. Mapp can also help put you in touch with the AAA.

Any arbitration hearings will take place in Nashville, TN, or at a location mutually agreed upon by the parties, provided that if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted (1) solely on the basis of documents submitted to the arbitrator; (2) through a non-appearance based telephonic hearing; or (3) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address.

Your arbitration fees and your share of arbitrator compensation will be limited to those fees set forth in the relevant AAA rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.

24.2.5 Time for filing

Any arbitration must be commenced by filing a demand for arbitration within ONE (1) YEAR after the date the party asserting the claim first knows or reasonably should know of the act, omission, or default giving rise to the claim; and there shall be no right to any remedy for any claim not asserted within that time period. If applicable law prohibits a one-year limitation period for asserting claims, any claim must be asserted within the shortest time period permitted by applicable law.

24.2.6 Notice; Process

A party who intends to seek arbitration must first send a written notice of the dispute to the other, by certified mail, or Federal Express, UPS, or Express Mail (signature required), or in the event that we do not have a physical address on file for you, by electronic mail ("Notice"). Mapp's address for Notice is: Mapp, Attn: General Counsel, 33 Music Sq. West Suite 108A, Nashville, TN 37203, USA. The Notice must (1) describe the nature and basis of the claim or dispute; and (2) set forth the specific relief sought ("Demand"). We agree to use good faith efforts to resolve the claim directly, but if we do not reach an agreement to do so within 30 days after the Notice is received, you or Mapp may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or Mapp shall not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. In the event our dispute is finally resolved through arbitration in your favor, Mapp shall pay you the greater of (1) the amount awarded by the arbitrator, if any, (2) the last written settlement amount offered by Mapp in settlement of the dispute prior to the arbitrator’s award; or (3) $1,000.00, whichever is greater. All documents and information disclosed in the course of the arbitration shall be kept strictly confidential by the recipient and shall not be used by the recipient for any purpose other than for purposes of the arbitration or the enforcement of the arbitrator’s decision and award and shall not be disclosed except in confidence to persons who have a need to know for such purposes or as required by applicable law.

24.2.7 Enforceability

If any portion of this Arbitration Agreement (Section 24.2) is found to be unenforceable in court or in arbitration, then the entirety of the Arbitration Agreement (Section 24.2) shall be null and void and, in such case, the parties agree that the exclusive jurisdiction and venue described in Section 22.1 shall govern any action arising out of or related to the Agreements.

25.  Miscellaneous

25.1 Entire Agreement

The Agreements constitute the entire agreement between you and Mapp relating to the subject matter herein and therein and supersede all previous and contemporaneous communications, representations, understandings and agreements, either oral or written, between you and Mapp with respect to your use of the Mapp for Artists Service. These Mapp for Artist Terms shall not be modified except in writing signed by both parties, except for Mapp’s right to modify the terms as described above.

25.2  Waiver

A provision of the Agreements may be waived only by a written instrument executed by the party entitled to the benefit of such provision. No failure or delay on the part of Mapp in the exercise of any power or right under the Agreements shall operate as a waiver thereof. No single or partial exercise of any right or power under the Agreements shall operate as a waiver of such right or of any other right or power. The waiver by Mapp of a breach of any provision of the Agreements shall not operate or be construed as a waiver of any other or subsequent breach of the Agreements.

25.3  Severability

If any provision of the Agreements shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from the Agreements and shall not affect the validity and enforceability of any remaining provisions.

25.4  No Agency

You agree that no joint venture, partnership, employment, or agency relationship exists between you and Mapp as a result of the Agreements or use of the Mapp for Artists Service.

25.5  Headings

The heading references in the Agreements are for convenience purposes only, do not constitute a part of the Agreements, and shall not be deemed to limit or affect any of the provisions hereof or thereof.

Contact us.  If you have any questions concerning the Mapp for Artists Service or the Agreements, please contact Mapp customer at info@mapprocks.com 

If you are a Tennessee resident, you may have the Agreements mailed to you electronically by sending a letter to Mapp, Attn: General Counsel, 707 18th Ave South, Nashville, TN 37203, USA with your email address and a request for the Agreements.  Thank you for reading and agree to our Terms. We created Map Music for YOU.  Now go make your dreams come true!

Contracting entity:

Mapp Records LLC

707 18th Ave South

Nashville, TN 37203

USA

info@mapprocks.com