Terms of Use

Welcome to Indie Pipit! By accessing or using Our Platform, You agree to the following Terms of Service. If You do not agree, please do not use Our Platform.

Who Can Use Our Platform

Anyone may visit Indie Pipit’s Platform to learn about Our Platform or sign up for early access. At this stage, no User accounts are required or created. Account creation will be available once early access begins.

Please read the following Terms of Use (“Terms”) carefully. They govern Your use of the Pipit, Inc. (hereafter referred to as “We”, “Us”, “Our”, “Company” or “Website”) website https://www.indiepipit.com (the “Website” or “Platform”). The use of “We”, “Us”, “Our”, “Company”, “Website”, or “Platform” includes Pipit, Inc. (and all its officers, directors, employees, managers, and consultants).

The Term “Platform” includes Our Website and any mobile applications We may make available. By using the Platform, You acknowledge that You have read, understand, and agree to be bound by all Our Terms of Use.

Pipit is a subscription-based music Platform that allows Fans, also referred to as Supporters and Followers, to discover and stream music from independent Artists, participate in and view social content from the Pipit community, and direct a defined portion of their monthly subscription benefit to eligible Artists. The features and benefits available to a Fan or an Artist, including music discovery, streaming access, community features, and Artist support, may vary depending on the Fan’s or Artist’s subscription plan.

• Fans pay Pipit a recurring monthly subscription through Stripe Billing.
• Depending on the Fan’s subscription plan, Fans may receive access to music discovery and streaming features, including the ability to discover and listen to music uploaded by Artists on the Platform.
• Fans may also have access to community and social features, including the ability to view, create, and interact with posts, comments, and other content made available by Artists, Fans, and other members of the Pipit community, subject to the features available under their subscription plan and these Terms.
• Each successful payment grants the Fan a monthly quantity of internal support credits called Feathers, as applicable to the Fan’s subscription plan.
• Fans may allocate Feathers to eligible Artists, and Pipit then initiates corresponding Artist-support transfers through Stripe Connect.
• Unused Feathers do not expire. They remain in the Fan’s Pipit balance and roll forward for future Artist support.
• One Feather directs $1 of Artist support. Feathers are granted only after Stripe confirms a successful subscription payment and are not sold separately.

What a Feather Is — and Is Not

• A Feather is an internal Pipit accounting and product unit used to record a Fan’s available Artist-support benefit. It is not intended to function as general-purpose money or as a cash wallet.
• A Feather cannot be redeemed by a Fan for cash.
• A Feather cannot be transferred or sold between Fans.
• A Feather has no use outside Pipit.
• A Feather can only be used to direct Pipit to support an eligible Artist through the platform.
• A Feather remains available until used, subject to any cancellation or inactive-account policy approved by Us in Our sole discretion.

PAYMENT FLOW; FEATHER LEDGER; AND FEATHER ROLLOVER POLICY

1. End-to-End Stripe Connect Payment Flow

• Fan subscribes. The Fan selects a Pipit subscription and pays through Stripe Billing.
• Stripe processes the payment. The subscription charge is collected into Pipit’s Stripe platform balance, net of Stripe processing fees and subject to Stripe’s settlement and availability rules.
• Pipit grants Feathers. After the successful-payment event is confirmed, Pipit records the monthly Feather grant in its internal ledger.
• Feathers remain available. The Fan may use the Feathers immediately or retain them for a future month. Unused Feathers roll over and accumulate.
• Fan selects artist support. The Fan assigns one or more Feathers to eligible artists. Previously selected recurring support choices may also continue automatically unless the fan changes them.
• Pipit initiates artist transfer. For each Feather allocated, Pipit instructs Stripe Connect to transfer the corresponding $1 artist-support amount to the artist’s connected Stripe account, subject to platform rules, available funds, refunds, disputes, and transfer controls.
• Artist receives payout. Stripe pays the artist from the artist’s connected account to the Artist’s bank account according to the applicable Stripe payout schedule.

2. Where the Money and Feathers Are Held

Feathers exist only in Pipit’s internal database and ledger. Stripe does not store or understand Feathers. Stripe only processes actual dollar transactions.

The actual Fan payment is processed through Pipit’s Stripe platform account. Depending on Pipit’s Stripe configuration, payout settings, available-balance rules, and any approved funds-segregation feature, some funds may remain in the Stripe platform balance before transfer, while other funds may be paid out to Pipit’s operating bank account. Because Feathers roll over, Pipit will maintain sufficient financial capacity to honor accumulated, unused Feather obligations when Fans later assign them.

3. Feather Rollover Policy

Pipit has chosen a non-expiring rollover model for brand, Fan-trust, and Artist-support reasons.

• Unused Feathers remain in the Fan’s account at the end of the billing cycle.
• The next successful monthly payment adds a new Feather allocation to the existing balance.
• A Fan may save Feathers and later direct a larger amount of support to one or more Artists.
• Pipit does not convert unused Feathers into additional platform revenue merely because the Fan did not allocate them during the month received.
• The policy for canceled subscriptions, inactive accounts, deceased users, fraud, refunds, and account closure remains subject to Our decision in Our absolute discretion.

Illustrative example only: the Fan receives two new Feathers each month. Unused Feathers remain available and are reduced only when allocated to Artists or adjusted under an approved refund, dispute, fraud, or account policy.

IT IS YOUR RESPONSIBILITY TO ENSURE OUR TERMS AND PRIVACY POLICY MEET THE SPECIFIC REQUIREMENTS OF YOUR COUNTRY, AND IF THEY DO NOT, YOUR ONLY RECOURSE IS TO STOP AND CEASE USING OUR PLATFORM.

THERE IS NO TOLERANCE FOR OBJECTIONABLE CONTENT OR ABUSIVE USERS AND YOU WILL BE EJECTED FROM THE PLATFORM WITH OR WITHOUT NOTICE, IN OUR SOLE AND ABSOLUTE DISCRETION.

Persons or businesses that decide to fully access all the features available through the use of Our Platform shall be required to register as a “User” which allows them to participate in the use or Our Platform. The term “User”, “You”, and “Your” means registered Users, Artists, and Artist Personnel, Administrative Contact, Account Holder, Fans, Followers, Supporters, advertisers, businesses, or third party service providers whether or not they are a person, company, business, or organization.

If You are using or opening an Artist account with Us on behalf of a sole proprietorship, partnership, company, entity, or organization, then You represent and warrant that You are either: (i) the solo artist; (ii) an authorized representative of that Artist and any persons, partnerships, companies, entities, or organizations that form a part of that Artist with the authority to bind such Artist to these Terms and (ii) agree to be bound by these Terms on behalf of such Artist. The individual who creates the Pipit Artist Account is considered the Account Holder and retains control over the account. Pipit recognizes the account holder as the authorized controller, unless otherwise required by law. An Artist who is at least fifteen (15) years of age but under eighteen (18) years of age may have a Pipit Artist Account only through the minor-artist pathway approved by Us, which requires verified consent and ongoing involvement of the Artist’s parent or legal guardian. The parent or legal guardian must agree to these Terms and, if applicable, the Pipit Artist Master Agreement on the minor Artist’s behalf to the extent legally permitted and must remain responsible for the minor Artist’s use of the Platform. Artists who are eighteen (18) years of age or older may open and operate Artist Accounts in the ordinary course without parent or legal guardian consent, subject to these Terms and any applicable artist agreement.

The individual who creates the Pipit artist account agrees to hold Us harmless and indemnify Us against any claims by the Artist or Artists whose Content is uploaded on Our Platform or any third parties who may have claims in the Content uploaded to Our Platform. The Account Holder agrees to hold Us harmless and indemnify Us against any claims, damages, or liabilities arising from (i) the Content they upload to Our Platform; (ii) copyright claims of any kind; (iii) and third party claims of any type, kind, or nature.

As a User You specifically agree to these Terms, as well as Our Privacy Policy. You agree and accept these Terms and the Privacy Policy all of which form a binding agreement (“Agreement”) between You and Us. Each User acknowledges that this Agreement governs use of the “Content” and “Services” (as those terms are defined below) that We, Account Holders, or other third parties make available through Our Platform and takes the place of any emails, texts or conversations between You and Us.

If You do not agree to these Terms, You agree that You will not use Our Platform. The Company reserves the right to change the Terms under which the Platform is offered and will post such changes via the Platform. If You do not agree to the amended Terms, You agree to stop using the Platform. You will be deemed to have accepted the amended Terms if You continue to use the Platform after such amended terms are posted showing the “Last Updated” date. Any changes shall be effective immediately upon the posting of the new date. Your continued use of the Platform, Services, Information, and Content after the effective date of a revised version of this Agreement constitutes Your acceptance of the Terms.

Before using any of the “Information” or “Services” (as those terms are defined below) made available on or through Our Platform, Users acknowledge and agree that they have read and agree to be bound by this Agreement in its entirety. Users agree to be bound by any changes to this Agreement and check back from time to time. We may revise or amend the Terms at any time without prior notice and Users agree the revisions or amendments will be effective upon updating on Our Platform with those changes or amendments. Even if You agree to Our Terms, We may deny You access in Our sole and absolute discretion, for any reason or no reason.

Registration for the Platform

The Platform enables Users to create a profile and communicate with others that are located nearby or worldwide. In order to access and use the Platform, You must set up a User account (“Your Account”) and abide by these Terms. In setting up and maintaining Your Account, You agree to provide accurate Information regarding Your identity, Your contact Information, and any other Information requested by Company related to the Platform. You will set Your own password for accessing the Service and shall be solely and strictly liable for everything that occurs through the use of Your Account.

You are responsible for maintaining the confidentiality of Your Account and password and for restricting access to Your mobile device, and You agree to accept responsibility for all activities that occur under Your Account or password. You agree to immediately notify Company of any unauthorized use of Your password or Your Account, or any other breach of security of which You become aware. If You are under fifteen (15) years of age, You may not create an Account or use the Platform as a registered User. If You are at least fifteen (15) years of age but under eighteen (18) years of age, You may use the Platform, including as an Artist where available, only with verified consent and involvement of Your parent or legal guardian and only as permitted by applicable law and by any age-gating, consent, safety, payment, and communication controls We require. If You are eighteen (18) years of age or older, You may use the Platform without parent or legal guardian consent, subject to these Terms.

By setting up Your Account and using the Platform, You expressly agree that You will receive communications from Company, including email messages. You acknowledge and agree that You consent to the receipt of such messages and that Your receipt of such messages does not violate the CAN-SPAM Act and/or any state and federal laws related to commercial communications. You may stop receiving such messages by following the opt-out instructions provided by Company in any such communication.

Special Terms of Agreement Between Pipit, Artists, Artist Personnel and Fans

The term “Artist” or “Artists” as used herein, includes but is not limited to bands, musical groups, solo artists, musicians, singers, and other types of performers and entertainers using Our Platform.

The term “Artist Personnel” as used herein, includes but is not limited to an Artist’s producers, directors, managers, agent, assistants, songwriters, lyricist, composer, non-featured vocalist or musician, engineer or producer, choreographers, accountants, bookkeepers, attorneys, employees, independent contractors, staff and personnel, whether or not the Artist Personnel uses Our Platform.

Transactions (i) between Us and any registered User, and (ii) between registered Users, may be subject to tax. Users agree that they are responsible for all of the taxation consequences of their use of Our Platform and agree to hold Us harmless and indemnify Us from any and all such town, city, municipal, state or federal tax claims, including any foreign tax claims.

Additionally, Users agree that they are responsible for all of the employee or payroll taxation consequences of their use of Our Platform and agree to hold Us harmless and indemnify Us from any and all such employee and payroll tax claims, including any foreign tax claims.

Furthermore, Artists and Artist Personnel agree to hold Us harmless and indemnify Us from any and all claims, including but not limited to, claims for non-payment of wages, fees, commissions, royalties, services, loans, investments, or other form of remuneration.

Representations and Warranties as to the Content

Artists and Artist Personnel specifically agree they will not use any form of artificial intelligence or “AI” to create music, lyrics, arrangement, or songs. Artists, Artists Personnel, or anyone else that uploads music, songs video, or other form of Content, hereby represents and warrants that it is their original Content, not cover music.

Originality Guarantee

Artists promise and hereby guarantee to Us that every uploaded track is 100% original, written, and performed or produced by them. Artists represent and warrant that every track uploaded to the Platform is original and that the Artist, or the band, group, duo, or other collaborating artists represented by the Artist, collectively own or control 100% of all rights necessary to upload, distribute, stream, and otherwise make the track available through Pipit. Where a track is created or owned by multiple collaborators, the Artist uploading the track, or who has authorized the uploading of the track, represents and warrants that all such collaborators have authorized its use on Pipit and that no additional third-party permission, license, or consent is required or will be violated by its use on Pipit’s Platform.

No Cover Songs

You understand and agree that covers, remixes of other artists’ copyrighted songs, or interpolations are not allowed or uploaded.

No Unauthorized Samples

You understand and agree that any audio samples used in the track shall first be fully cleared in writing and owned by the Artist before being uploaded to Our Platform.

Administrative Contact

Each Artist, (whether one or more persons, or an entity) agrees they shall designate one person to be the administrative contact (“Administrative Contact”) on the account with Us and to set up the appropriate account with Stripe Connect. For any Artist who is at least fifteen (15) years of age but under eighteen (18) years of age, the Artist’s parent or legal guardian must participate in, approve, and, where legally required, serve as or authorize the Administrative Contact, Stripe Connect account representative, payout recipient, tax-information provider, or other responsible adult for payment, tax, and payout processes. Payments will only be made through Stripe Connect.

Hold Harmless and Indemnity

In addition to any other hold harmless and indemnity provisions contained in these Terms, the Artist agrees to hold Us harmless and indemnify Us from any and all claims made by Artist Personnel, other Artists, union, or guild, including but not limited to claims for non-payment of wages, fees, commissions, royalties, services, loans, investments, breach of contract, theft, copy right violation, any form of intellectual property violation, or other type or kind of claim.

Right to Remove

We reserve the right, in Our sole and absolute discretion, to delete any Content and ban accounts for any or no reason, including but not limited to a breach or violation of these Terms or receive copyright takedown notices.

Privacy of Fan Information

In connection with certain features of Our Platform, You acknowledge and agree that You will not disclose, rent, or sell any of a Fan’s Information to any third party, and You will use Fan Information only in connection with the Platform in order to provide Followers with general Information and news about the Artist, such as upcoming shows, new music or other content delivered in connection with the Artist.

Fan Information and Backstage Pass

Pipit includes a feature called Backstage Pass that is specifically designed to help Artists and Fans discover each other based on compatibility, interests, personality, musical preferences, and other Information voluntarily provided through the Platform.

Artists answer a series of questions about themselves, their music, creative process, interests, personality, style, and overall vibe. Fans can answer corresponding questions about the types of Artists, music, personalities, experiences, and relationships they are interested in discovering.

Pipit may use this Information to create compatibility Information, matching Information, recommendations, or other tools that help Artists discover Fans who may be particularly interested in them and help Fans discover Artists who may be a good fit for them.

Fans agree that Artists may be intentionally given access to certain Fan Information through Pipit for the purpose of developing Artist-to-fan relationships. An Artist may be permitted to use Fan Information that Pipit intentionally makes available through the Platform to:

• identify Fans who may be compatible with the Artist;
• understand Fan interests and musical preferences;
• communicate with Fans through authorized Pipit features;
• introduce Fans to the Artist’s music, profile, content, performances, merchandise, and other Artist-related activities;
• develop and maintain legitimate Artist-to-Fan relationships;
• invite fans to engage with or support the Artist; and
• otherwise interact with Fans in ways permitted by Pipit’s Platform features.

Protection of Fan Information

Artists agree to the following restrictions on how Fan Information can be used. Artists shall not:

• sell Fan Information;
• rent Fan Information;
• license Fan Information to third parties;
• disclose non-public Fan Information to unauthorized third parties;
• scrape or harvest the Pipit Fan database;
• bulk-download Fan Information;
• use automated tools to extract Fan Information;
• create an independent or competing database using Pipit Fan Information;
• provide Pipit Fan Information to data brokers, advertisers, or unrelated third parties;
• use Fan Information for unrelated commercial solicitation;
• spam, harass, or abuse Fans; or
• use Fan Information for purposes unrelated to the Artist’s legitimate relationship with Fans through Pipit.

Access to Fan Information is limited to the Information that Pipit intentionally makes available to the Artist through authorized Platform functionality.

Pipit retains the right to restrict, suspend, or terminate an Artist’s access to Fan Information or Backstage Pass features if the Artist misuses that Information or violates these Terms or Our Privacy Policy.

An Artist and Artist Personnel shall not attempt to obtain, scrape, harvest, or otherwise acquire a Fan’s private email address, telephone number, social-media Information, or other non-public contact Information unless that Information has been voluntarily provided by the Fan or intentionally made available through a feature authorized by Pipit.

Communication With Fans

• Artists and Artist Personnel shall communicate with Fans through Pipit’s authorized communication features;
• Artists and Artist Personnel shall only use additional contact Information when a Fan has voluntarily provided it or Pipit has expressly permitted access to it;
• Artists and Artist Personnel shall not circumvent Pipit’s privacy controls to acquire private Information;
• Artists and Artist Personnel shall comply with applicable privacy, marketing, anti-spam, and communications laws when communicating with Fans; and
• Artists and Artist Personnel shall remain responsible for their own communications and conduct involving Fans.
• Artists, Artist Personnel, Fans, and other Users shall not request, solicit, exchange, or use private contact Information from or about a User who is under eighteen (18) years of age except through age-appropriate Platform features authorized by Pipit and, where required by law or by Pipit, with verified parent or legal guardian consent.
• Pipit may restrict, monitor, moderate, disable, or refuse direct messages, comments, Backstage Pass matching, private-contact exchanges, or other social or communication features for Users who are under eighteen (18) years of age, or for communications involving such Users, in order to protect minors, comply with law, or enforce these Terms.
• Adults using the Platform may not circumvent Pipit’s safety, privacy, age-gating, parental-consent, or communications controls to contact, market to, meet, solicit, or obtain personal Information from a User who is under eighteen (18) years of age.

Ownership and Control of Pipit’s Fan Database

Artists and Artist Personnel understand and agree that providing them with access to Fans through Backstage Pass does not transfer ownership of Pipit’s overall fan database, in whole or part, to the Artist or the Artist’s Personnel.

Pipit’s Fan database, matching system, Backstage Pass Information, and related Platform data remain part of Pipit’s Platform and business assets, subject to whatever rights individual Users have in their own personal Information and applicable privacy law.

An Artist’s or the Artist’s Personnel’s access to particular Fans through Pipit does not give the Artist or the Artist’s Personnel:

• ownership of Pipit’s overall Fan database;
• an unrestricted right to copy the database;
• the right to download or export Fan Information except where Pipit expressly provides that functionality;
• the right to resell or commercially exploit the database; or
• the right to use Pipit’s Fan Information to construct an unauthorized competing service.

Each Artist and the Artist’s Personnel understands and agrees to the following “Permitted” and “Not Permitted” uses:

Permitted

Pipit intentionally introduces or matches an Artist with a Fan through Backstage Pass, and the Artist uses authorized Information to establish a legitimate Artist-to-Fan relationship.

Not Permitted

An Artist or the Artist’s Personnel scrapes, extracts, harvests, sells, redistributes, or otherwise obtains or uses Fan Information outside of the functionality and permissions provided by Pipit.

Backstage Pass Purpose

Backstage Pass is intended to be more than a traditional Follower or Fan list. The feature allows both sides of the relationship to provide Information about themselves so that Pipit can help identify stronger Artist/Fan compatibility. The goal is to give Artists a new way to discover Fans who may already be predisposed to appreciate their music, personality, story, style, and brand. Artists and the Artist’s Personnel are only allowed to use Backstage Pass as a legitimate Fan-discovery and relationship-building tool without misusing the Fan Information.

Disclosure and Disclaimer

By using Our Platform, You agree to the terms of this Disclosure and Disclaimer. The Information contained in this Platform is for general Information and educational purposes only and may be sourced directly by Us or through third party sources believed to be reliable, but We can give no assurance of reliability, accuracy, timeliness or truthfulness. You agree to conduct Your own due diligence and research and to accept all risks related to reliance on any Information or Services We provide or make available on Our Platform. We make no representations, warranties, or guarantees of any kind, express or implied, about the completeness, accuracy, reliability, suitability of the Information made available through this Platform and You agree to hold Us harmless from any claims or loss You may suffer as a result of Your use of the Content, Information, or Services made available through this Platform. You agree that any reliance You place on the Content, Information or Services made available by Us on or through this Platform is solely at Your own risk and You hereby agree to hold Us harmless and indemnify Us from any such loss or claims resulting from Your use of the Content, Information, or Services made available by Us or others on or through Our Platform.

We may have financial interests in, or relationships with, some of the individuals, entities, businesses, and/or publications discussed or otherwise referenced on Our Platform. Certain links that may be provided on Our Platform are provided for convenience and do not imply Our endorsement, or approval of any businesses or third-party websites or their content. We are not authorized, registered or licensed in any capacity with any state or regional authority or the regulatory bodies or agencies of any country, state, province, or territory.

We have not and will not conduct any due diligence or background checks on Users. By using Our Platform, You agree to conduct Your own due diligence and hold Us harmless from any loss caused by Your purchase or sale of any products or Services, or hiring of any User advertising or using Our Platform. Do not rely on the Content, Information, or the Services made available on Our Platform.

In no event will We be liable for any loss or damage to You or any third parties including without limitation, indirect or consequential loss or damage, even if We are made aware of it or notified of it by You, or any loss or damage whatsoever arising from loss of data, money, assets, or profits arising out of, or in connection with, the use of Our Platform. Our Platform and Services may not always be available or properly functioning and You agree to hold Us harmless from any loss of data, money, assets, or profits arising out of, or in connection with, the inability to use or access Our Platform or Services.

In no event will We be liable for any loss or damage to You or any third parties including, but not limited to, any loss caused in whole or in part by any inaccuracies or incompleteness, delays, interruptions, errors or omissions, including, but not limited to, those arising from Our negligence or the negligence of any of Our registered Users, service providers or sites We link to or contingencies beyond Our or any of Our service providers’ control in procuring, compiling, interpreting, computing, reporting, or delivering the Information or Services.

You agree that We will not be liable for and You agree to hold Us harmless from any liability related to personal injury to Yourself or others resulting from Your negligence while using Our Platform. Such liability shall include but not be limited to situations in which You are walking while using Our Platform and not paying attention to Your surroundings or what may be going on around You.

We are not giving personal advice, business advice, investment advice, tax advice, legal advice, or professional advice by allowing You to use Our Platform and Services.

The Platform, Content, Information, and Services We provide are provided to You on a strictly “as is,” “where is”, and “where available” basis. Neither We nor any of Our Users, service providers, or advertisers represent or warrant the accuracy, completeness, current status, non-infringement, merchantability, or fitness for a particular purpose of the Information contained on Our Platform or the Services made available to You. We do not make any representations or warranties that access to Our Platform or use of Our Platform, Content, Information, and Services will be continuous, uninterrupted, or error-free.

Through this Platform You may be able to link to other sites which are not under Our control. We have no control over the nature, content, and availability of those third party sites. The inclusion of any links to those third party sites does not imply that We recommend or endorse the services they provide, or the views expressed by them.

Additionally, We may receive advertising, marketing, or promotional fees (which may be in the form of cash, or any other type of asset) from other businesses or companies or those wanting to promote their products or services, so We have a conflict of interest and/or interest in the Information We provide or the Services We make available on Our Platform and that Content, Information, and/or third party service may be biased as a result.

Your Use of Our Platform

THERE IS NO TOLERANCE FOR OBJECTIONABLE CONTENT OR ABUSIVE USERS AND YOU WILL BE EJECTED FROM THE PLATFORM.

You may use Our Platform only for legal and appropriate uses. We reserve the right to make changes to Our Platform at any time and without notice. Your access to and use of Our Platform is completely at the discretion of Company, and Your access to and use of Our Platform may be blocked, suspended, or terminated without prior notice at any time for any reason or for no reason, including, without limitation, for any violation of the following rules:

• You must comply with all state, federal, and/or international laws, rules, policies and/or licenses governing communications while using Our Platform, and with all applicable copyright, trademark, or other intellectual property rights laws.
• You may not upload, post, email, transmit or otherwise make available any Content which infringes any trademark, patent, copyright or trade secret or other proprietary right of any person or entity, unless You are the owner of the rights or have the permission of the owner to post such Content.
• You may not intimidate, harass, stalk, defame or intentionally offend other Users of Our Platform or any other person or entity.
• You may not post any Information via Our Platform that includes hate speech, threatening messages, defamation, pornography, nudity or graphic or gratuitous violence.
• You may not use Our Platform to do anything that is unlawful, misleading, discriminatory, malicious or otherwise objectionable.
• You may not use Our Platform if You are a convicted sex offender.
• You may not use Our Platform for commercial purposes or use Our Platform to distribute unauthorized commercial communications.
• You may not interfere or attempt to interfere with Our Platform or another person’s use of Our Platform by use of any program, script, command, device, software, routine, or otherwise.
• You may not create or use accounts by automated means, under false or fraudulent pretenses, or in a way that is misleading or misrepresents Your identity or affiliation with another person or entity.
• You may not be a resident or citizen of a country subject to the sanctions program established by the U.S. Department of the Treasury https://home.treasury.gov/policy-issues/financial-sanctions/sanctions-programs-and-country-Information
• You may not be named or listed on the Specially Designated Nationals And Blocked Persons List established by the U.S. Department of the Treasury https://home.treasury.gov/policy-issues/financial-sanctions/specially-designated-nationals-and-blocked-persons-list-sdn-human-readable-lists
• You may not upload, post, send or otherwise make available any Content that sexually exploits or endangers children, including child sexual abuse material, or that sexualizes minors in any way.
• You may not use Our Platform to groom, solicit or seek contact with a minor for any sexual or exploitative purpose.

Your Interactions with Other Users

Our Platform enables You to interact with other Users of Our Platform. You are solely responsible for Your interactions with other Users, whether online or offline. You acknowledge that Company does not conduct criminal background checks regarding Users or otherwise inquire into the background of its Users in order to verify the Information that they provide in registering to use Our Platform.

We reserve the right, but have no obligation, to monitor or become involved in disputes between You and other Users. You shall be responsible for exercising Your best judgment in determining who to interact with, who to meet and who to share personal Information with. It is Your responsibility to take reasonable precautions in all interactions with other Users of Our Platform, particularly if You decide to meet in person. You agree that in no event shall We be responsible or liable for the conduct of any User or for any claims resulting from Your interactions with other Users.

Community Rules, Reporting and Blocking

Before You first comment or post on Our Platform, We ask You to agree to Our community rules. The community rules form part of these Terms. They summarize conduct these Terms prohibit, and if they conflict with these Terms, these Terms control.

Any User or visitor may report Content or an account that they believe violates these Terms or Our community rules, using the Report option available throughout Our Platform. You may also block another User at any time. When You block a User, that User’s posts and comments are hidden from You, and the two of You can no longer comment on each other’s Content or reply to each other’s comments. We are notified when a block is made; the blocked User is not.

We review reports of objectionable Content and abusive Users and act on them within twenty-four (24) hours of receipt. Where We determine that Content violates these Terms or Our community rules, We will remove the Content and may suspend or terminate the account of the User who provided it, with or without notice, in Our sole and absolute discretion.

We may automatically check text submitted to Our Platform for slurs and hate speech and refuse to post it. You may contact Us about a report or a moderation decision at hello@indiepipit.com.

Child Safety

WE HAVE ZERO TOLERANCE FOR CHILD SEXUAL ABUSE AND EXPLOITATION.

We prohibit any Content or conduct that sexually exploits or endangers children, including child sexual abuse material (“CSAM”), the sexualization of minors, and the grooming or solicitation of minors. When We become aware of apparent CSAM on Our Platform, We will remove it, preserve it as required by law, report it to the National Center for Missing & Exploited Children (“NCMEC”) as required by 18 U.S.C. § 2258A, and terminate the account of any User involved. We cooperate with law enforcement in investigating such conduct.

If You see Content on Our Platform that You believe endangers a child, report it using the Report option and choose “Child safety”, or email Us at hello@indiepipit.com. If a child is in immediate danger, contact Your local law enforcement first. Questions, concerns, and reports relating to child safety, child sexual abuse and exploitation, or child sexual abuse material may be submitted to our designated Child Safety Contact Ray Shingler hello@indiepipit.com.

Registration As A User

When You register, You may be required to register by creating an account and then signing in. If You register, You represent and warrant to Us that: (i) You are of legal age to form a binding contract, and, if You are acting on behalf of an organization, You have the right to enter this Agreement on behalf of such organization; (ii) You will provide Us with accurate, current and complete registration Information; (iii) Your registration and Your use of Our Platform is not prohibited by law; and (iv) You have all legal rights to provide the Content You post and will not violate any confidentiality agreements, copyright or trademark laws, intellectual property agreements, court orders, or other laws or agreements that may prohibit You from posting such Information, posts, comments or other such Content.

Your Permission and Consent

By using Our Platform, You agree and consent that We may obtain various forms of Information from the device You use while using Our Platform, which Information includes:

Device operations. Information about the activities performed on Your device, such as windows open while using Our Platform, or mouse movements.

Device attributes. Information such as the operating system Your device uses, hardware and software versions, battery level, signal strength, available storage space, browser type, Platform and file names and types, and device plugins.

Identifiers. Unique identifiers, device IDs, and other identifiers, that may be available from games, apps or accounts You use, and family device IDs (or other identifiers unique to Our products and services associated with the same device or account).

Device signals. Bluetooth signals, and Information about nearby Wi-Fi access points, beacons, and cell towers.

Data from device settings. Information You allow us to receive through Your device settings that You turn on, such as access to Your global positioning system (“GPS”) location, camera or photos. If You decide not to turn on Your GPS location function in Your device You will very likely not be able to use any or all the features in Our Platform since Our Platform relies heavily on GPS.

Network and connections. Information such as the name of your mobile operator or ISP, language, time zone, mobile phone number, IP address, connection speed and, in some cases, Information about other devices that are nearby or that operate on Your network.

Cookie data. Data from cookies stored on Your device, including cookie IDs and settings.

You give Us permission to use Your name and profile picture and Information about actions You have taken while using Our Platform next to or in connection with advertisements, promotions, offers, and other sponsored Content that We display on Our Platform, without any form of compensation to You. This permission may include the use of Your User name and image to show other Users what products, services, businesses, events, sports, or anything else You are interested or disinterested in and for which We may have received fees.

Permission to update software You use or download

If You download or use Our Platform or any of the software, programming, or other features that make Our Platform work, You give Us permission to download and install updates on Your device to the software where available.

Definitions

The following words are used throughout these Terms and have specific meanings. You should know what each of the terms means.

Agreement. Means, collectively, to all the terms, conditions, and notices contained or referenced in these Terms and the Privacy Policy.

Website and Platform. Whenever the terms “Website” and “Platform” are used interchangeably, include the singular and plural and means and includes https://www.indiepipit.com, Our mobile software app, and Our Platform. The terms “Website” and “Platform” include all subpages and subdomains, and all Content, Information, Services, and products available at or through Our Website or Platform.

Content. Means the content featured or displayed on or through Our Platform and Our mobile software app, including but not limited to music, video recordings, audio recordings, sounds, designs, images, graphics, pictures, drawings, artwork and imagery, text, documents, data, articles, opinions, images, photographs, software, websites, features, and other materials, written or otherwise, that are made available on Our Platform either by Us, third parties, or by You. Content includes, without limitation, Your Content, and Third-Party Content which may be submitted by any User or others that are not Users.

Fan, Follower, or Supporter. Means a subscriber or other User who accesses music, social content, or community features through the Pipit Platform and who wants to follow and support an Artist and those terms are used interchangeably in these Terms.

Information. Means any Content, software, data, pricing, ratings, products, Services, charts, analysis, comparisons, figures, advertising tips, marketing Information, business advice, advice, or graphics made available by Us, or Users, through Our Platform as well as any non-public Information about a Fan or Artist or Artist Personnel.

Service or Services. Means the services provided by Us, including without limitation access to Our Platform and matching service for Followers and Artists.

User, You and Your. Means registered Users (including Artists and Artist Personnel, advertisers, businesses, or third party service providers and includes persons, companies, businesses, or organizations.

Platform. Refers to Our Website, all subpages and subdomains, and all Information, Services, mobile applications, and products available at or through Our Platform.

Pipit, Inc.. Our Platform is owned by Pipit, Inc. and Pipit, Inc. is also referred to as “We”, “Us”, “Our”, “Platform” or “Platform”. When any of these words are used in these Terms those words shall also include Our affiliates, corporate owner, directors, subsidiaries, officers, members, managers, successors, assigns, designees, suppliers, service providers, independent contractors, consultants, and employees.

Responsibility for Content

You may create or download onto Our Platform various forms of “Content”, while using Our Platform.

The Company grants You a limited, non-exclusive, non-transferable license to access and use Our Platform in legally authorized jurisdictions. This license is contingent upon Your compliance with these Terms. Any unauthorized use of Our Platform shall automatically terminate the license granted to You by Company for such use. You shall be solely responsible for Your actions and the contents of Your transmissions via Our Platform. Although Company does not claim ownership of any of the photographs, video recordings, audio recordings, Information, materials and other content that You post via Our Platform (collectively, “Your Content”), by posting Your Content via Our Platform, You agree that You are automatically granting Company an non-exclusive, worldwide license to play your video, songs, or music and any other Content You make available to Us in exchange for which We will pay the Artist $0.005 each time their video, song or music is played for 30 seconds or more. Artist allows Pipit to have their Content available for Supporters to discover and play videos, songs, or music and review their profile pages and social feeds. You agree that Our rights to the Information and Content You generate or post, which rights are set forth in this Section and elsewhere in this Terms, apply even after We or You terminate Your account or status as a User.

You may create or download onto Our Platform various forms of “Content”, while using Our Platform. You are solely responsible for the Content of, and any harm resulting from, any of Your Content that You post, upload, link to or otherwise make available via Our Platform, regardless of the form of that Content. Any liability, loss or damage that occurs as a result of the use of any of Your Content that You make available through Our Platform is solely Your responsibility. We are not responsible for any public display or misuse of Your Content and We do not verify, research, or verify the truthfulness or accuracy of any third party Content or Information made available on or through the use of Our Platform, which You agree You will separately verify or confirm from outside sources deemed reliable or Your own professional legal, business, or financial advisors without relying on any Content, advertising or marketing that appears on or is accessible through Our Platform.

Right to Post Content

You represent and warrant that You have the right to post all Your Content. Specifically, You warrant that You have fully complied with any third party licenses, sublicenses, or permissions relating to such Content and have taken all steps necessary to post, display or pass through such Content on Our Platform. If you have entered into an agreement with any third party, including, but not limited to a music publisher, union, guild, or other type of performing rights organization which prohibits You from granting Us the right and license to carry and make available Your Content as permitted by these Terms, then You agree and are prohibited from uploading Your Content to Our Platform and shall be responsible for indemnifying and holding Us harmless from and against any and all claims arising from the exploitation of Your Content through Our Platform, including all costs and reasonable attorney fees.

You represent and warrant that You own, have authority on behalf of the owners, or otherwise control all rights to Your Content that allow You to enter into this Agreement and grant all of the rights with respect to the Content. You represent that You have permission to use the name and likeness of each identifiable individual person whose name or likeness is contained or used within Your Content, and to use such individual’s identifying or personal Information, and You are authorized to grant all of the above mentioned rights in Your Content to Us and the Users.

You represent and warrant that the use or other exploitation of Your Content by Us through Our Platform as contemplated by this Agreement will not infringe or violate the rights of any third party, including, without limitation, any contract rights, exclusivity rights, privacy rights, publicity rights, copyrights, patent rights, or any other intellectual property or proprietary rights.

We May Modify or Remove Content

We have the right (though not the obligation) to, in Our sole and absolute discretion, determine whether or not any Your Content is appropriate and complies with these Terms, or refuse or remove any of Your Content that, in Our reasonable opinion, violates any of Our policies or is in any way harmful, inappropriate, or objectionable. We further reserve the right to make formatting and edits and change the manner of any of Your Content.

Ownership

You acknowledge and agree that Our Platform, all patent rights, trade secret rights, design rights, copyrights, trademark rights, and other property rights in Our Platform shall at all times remain Our sole property. You will not acquire any right, title or interest in or to Our Platform by reason of these Terms, except for the non-exclusive license to use Our Platform in accordance with these Terms.

License and User Content

Company grants You a limited, non-exclusive, non-transferable license to access and use Our Platform in legally authorized jurisdictions. replay, display, reproduce, and distribute Your Content through Our Platform. You agree that Our rights to Your Content and Information that You generate, post, or upload to Our Platform, which rights are set forth in this Section and elsewhere in these Terms, apply until We or You terminate Your account or status as a User.

Third Party Content

There will be Content from third parties accessible through Our Platform or linked from Our Platform. Because We cannot control that Content, We are not responsible for that Content or for the websites or other websites that Content may link to.

Access To Third Party Content. By using Our Platform, You will be able to access Content belonging to or originating from third parties (“Third-Party Content”). Your use of Our Platform is consent for Us to present this Third-Party Content to You. You acknowledge all responsibility for, and assume all risk for, Your use of Third-Party Content.

No Responsibility For Third-Party Content. As part of Our Platform, We may provide You with convenient links to third-party website(s) as well as other forms of Third-Party Content. We are not responsible for any public display or misuse of Third-Party Content and We do not verify, research, or verify the truthfulness or accuracy of any Third-Party Content, which You agree You will separately verify or confirm from outside sources deemed reliable or Your own professional legal, business, or financial advisors without relying on any Third-Party Content, advertising or marketing that appears on or is made available through Our Platform. We have limited control over third-party websites or Content or the promotions, materials, Information, goods, or services available on them. By linking to such Content, We do not represent or imply that We adopt or endorse, nor are We responsible for, the accuracy or reliability of any opinion, advice, or statement made by Users, businesses, advertisers, or third parties. We are not responsible for any Third-Party Content accessed through Our Platform. If You decide to leave Our Platform and access Third-Party Content, You do so at Your own risk and You should be aware that Our terms and policies do not govern Your use of those third-party websites. You should review the applicable terms and policies, including privacy and data gathering practices, of any such Third-Party Content.

No Authorization To Use Third Party Content. This Agreement does not authorize You to distribute, publicly display, publicly perform, make available, alter, or otherwise use any Third-Party Content or the Content of another User except as permitted by those third-party websites You are visiting.

User Responsibilities

You, and You alone, are responsible for Your account and anything that happens while You are signed in to or using Your account. Your security is Your responsibility.

User Account Security. If You register as a User, You will create a personalized account which includes a unique username and a password to access Our Platform and to receive messages from Us, Users, and businesses. You are responsible for maintaining the security of Your account, and You are fully responsible for all activities that occur under the account and any other actions taken in connection with the account. You agree to notify Us immediately of any unauthorized use of Your account, or any other breaches of security. We will not be responsible for any liabilities, losses, or damages arising out of the unauthorized use of Your computer, mobile device, or other computing device and/or account.

We do not select or endorse any individual or business User nor any Information they make available to You or may post anywhere on Our Platform. We do not make any warranty, guarantee, or representation as to the authenticity, ability, competence, quality, finances, or qualifications of any User. We strongly advise and encourage Users to, and each User represents and agrees that they will research, conduct their own due diligence, and, if necessary, do a background check on any User before accepting their advice or services, products, entering into any type of partnership, business, or other relationship, or offering them employment, consulting fees, performance based fees, or equity.

No Reliance on the Information. Information posted on or made available through Our Platform, such as blog posts or forums, is provided for entertainment, informational, and research purposes only, with no assurance that the Information is true, correct, or accurate. The Information is not a substitute for professional business, financial, or legal advice nor is it a solicitation to offer business, financial, or legal advice regarding specific facts. You should not delay or forego seeking independent advice regarding Your particular situation. Delay in seeking such financial or legal advice could result in waiver of any claims You may have, depending on the applicable statute(s) of limitation. The Information, regardless of its source, is not regulated or overseen by any governmental or regulatory authority or agency.

We Do Not Guarantee Results. From time to time, Users may submit reviews of other Users or the services or products of various artists or businesses; these reviews do not constitute a guarantee, warranty, or prediction regarding the quality, effectiveness or outcome of any future matter. You agree that We shall have no responsibility or liability of any kind for any of the Information presented on or made available through Our Platform, and any use or reliance on such Information is solely at Your own risk.

Compliance with Laws. You represent, warrant, and agree that: (i) You have the authority to, and are of legal age in Your jurisdiction to, bind Yourself to this Agreement; (ii) Your use of Our Platform will be solely for purposes that are permitted by this Agreement; (iii) Your use of Our Platform will not infringe or misappropriate the intellectual property rights of any third party; and (iv) Your use of Our Platform will comply with all local, state and federal laws, rules, and regulations, and with all other policies we establish from time to time.

Copyright Infringement and DMCA Policy

If You believe that any Content located on Our Platform or linked to a third-party website by Us violates Your copyright, please notify Us in accordance with Our Digital Millennium Copyright Act Policy.

Termination of Repeat Infringer Accounts. We respect the intellectual property rights of others and request the same of Users. Pursuant to 17 U.S.C. 512(i) of the United States Copyright Act, We will terminate a User’s access to and use of Our Platform if the User is considered by Us a repeat infringer of the copyrights or other intellectual property rights of the Company or others. We may terminate access of Users who We believe repeatedly provide or post protected Third-Party Content without appropriate rights and permissions.

DMCA Take-Down Notices. If You are a copyright owner or an agent of a copyright owner and believe, in good faith, that any materials provided on or through Our Platform infringes upon Your copyrights, You may submit a notification pursuant to the Digital Millennium Copyright Act (see 17 U.S.C 512) (“DMCA”) by sending a properly formatted take-down notice in writing to The Company’s designated copyright agent: Business: Pipit, Inc., 9660 Industrial Dr, St John, IN 46373. Attention: Ray Shingler, phone 219-309-7048.

Response To DMCA Take-Down Notices. If We take action in response to an infringement notice, it will make a good faith attempt to contact the party that made such Content available by means of the most recent email address, if any, provided by that party to the Company. Any DMCA infringement notice may be forwarded to the party that made the Content available or to third parties such as https://lumendatabase.org/.

Counter-Notices. If You believe that Your Content that has been removed from Our Platform is not infringing, or that You have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to post and use the Content You submitted, You may send a properly formatted counter-notice to the Company’s copyright agent using the contact Information set forth above.

Response to DMCA Counter-Notices. If a counter-notice is received by the Company’s copyright agent, the Company may send a copy of the counter-notice to the original complaining party informing such person that it may reinstate the removed Content in ten (10) business days. Unless the copyright owner files an action seeking a court order against the Content provider, member or user, the removed Content will be reinstated on Our Platform in ten (10) to fourteen (14) business days after receipt of the counter-notice.

Intellectual Property Notice

We retain all ownership of Our intellectual property, including Our copyrights, patents, and trademarks.

No Transfer. We retain ownership of all intellectual property rights of any kind related to Our Platform, including applicable copyrights, patents, trademarks, and other proprietary rights. Other trademarks, service marks, graphics and logos used in connection with Our Platform may be the trademarks of other third parties. This Agreement does not transfer from Us to You any of the Company’s or third party’s intellectual property, and all right, title, and interest in and to such property will remain (as between the parties) solely with Us. We reserve all rights that are not expressly granted to You under these terms.

Trademarks. Specifically, Indie Pipit™ and Pipit™, and all other trademarks that appear, are displayed, or are used on Our Platform or as part of the Services are registered or common law trademarks or service marks of the Company or are those belonging to others who have given Us approval to use them. These trademarks may not be copied, downloaded, reproduced, used, modified, or distributed in any way without Our prior written permission.

Feedback. Any comments or materials sent to Us or posted on Our Platform, including feedback data, such as questions, comments, suggestions, or the like (collectively “Feedback”), shall be deemed to be the intellectual property of the Company. The Company’s use of the Feedback will be in compliance with Our Privacy Policy, and applicable laws. The Company shall have no additional obligations with respect to such Feedback and shall be free to reproduce, modify, use, disclose, exhibit, display, transform, create derivative works, and distribute the Feedback to others without limitation. Further, We shall be free to use any descriptions, testimonials, recommendations, criticism, ideas, concepts, know-how or techniques contained in such Feedback for any purpose whatsoever, including but not limited to improving Our Platform, and developing, creating, and marketing products and services incorporating such Feedback.

User Dispute Resolution Procedures

Users agree that any disputes between Users shall be resolved by arbitration or litigation as set forth in the listing agreement entered into between them. Users agree that any such disputes between Users shall be settled, arbitrated, or litigated between them. If You have a dispute with one or more Users, You release the Company from any claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If You are a California resident, You waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known to him must have materially affected his settlement with the debtor.” Users agree that they shall hold harmless and shall indemnify the Company from and against any such claims, demands, lawsuits or losses and that in either event the maximum liability of the Company shall be $250.00. The laws of the State of Indiana, U.S.A. shall govern the validity, performance, enforcement, interpretation and any other aspect of these Terms and any claims to be made by a User against the Company, without regard to principles of conflicts of laws thereunder. All Users and the Company agree to submit to the exclusive jurisdiction and venue of the state courts of Indiana, U.S.A. located in the Porter County for any action arising out of these Terms.

You agree that any cause of action related to or arising out of Your relationship with the Company must commence, by filing a lawsuit pursuant to these Terms, not later than three hundred and sixty-five (365) calendar days after the claim or cause of action accrues. Otherwise, such claim or cause of action and Your rights to bring such action shall be permanently barred.

Jury Trial Waiver. Users and the Company acknowledge and agree to waive the right to a trial by jury as to all matters, disagreements, disputes, or controversies of any kind or nature that may exist between them.

No Class Actions or Representative Proceedings. Users and the Company acknowledge and agree to waive the right to participate as a plaintiff or class member in any purported class action lawsuit, class-wide arbitration, private attorney-general action, or any other representative proceeding as to all disagreements, disputes, or controversies of any kind or nature. Further, unless Users and the Company both otherwise agree in writing, the court may not consolidate more than one party’s claims and may not otherwise preside over any form of any class or representative proceeding.

Indemnification

You agree to indemnify, defend and hold Us harmless from and against all losses, liabilities, expenses, damages, claims, demands and costs, including reasonable attorneys’ fees and court costs, relating to or arising from: (a) any violation of this Agreement by You; (b) Your Content and/or any other materials that are posted or activities that occur under Your Account; (c) Your interactions or communications with any other User of Our Platform; and (d) reliance on the reviews, Information, statements, or communication from other Users, advertisers, or third parties using Our Platform. We will have sole control of the defense of any such damage or claim made against Us.

Disclaimer of Warranties

TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE PLATFORM IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. COMPANY DOES NOT GUARANTEE, REPRESENT, OR WARRANT THAT YOUR USE OF THE PLATFORM WILL BE UNINTERRUPTED, ERROR FREE, OR VIRUS FREE, OR THAT THE PLATFORM WILL MEET YOUR REQUIREMENTS. INFORMATION OBTAINED THROUGH THE PLATFORM HAS NOT BEEN VERIFIED, AND COMPANY DOES NOT GUARANTEE, REPRESENT, OR WARRANT THAT SUCH INFORMATION IS ACCURATE, COMPLETE, RELIABLE, OR OTHERWISE VALID.

COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO ANY WARRANTY OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR ANY WARRANTY ARISING FROM A COURSE OF DEALING, TRADE USAGE, OR TRADE PRACTICE.

Limitation of Liability

YOU ACKNOWLEDGE THAT YOU ARE 18 YEARS OF AGE, OR OLDER, OR THAT YOU ARE AT LEAST 15 YEARS OF AGE AND UNDER 18 YEARS OF AGE AND ARE USING THE PLATFORM ONLY WITH VERIFIED CONSENT AND INVOLVEMENT OF YOUR PARENT OR LEGAL GUARDIAN WHERE REQUIRED BY THESE TERMS OR APPLICABLE LAW. YOU ACKNOWLEDGE AND AGREE THAT USE OF THE PLATFORM IS AT YOUR SOLE RISK. YOU ACKNOWLEDGE THAT INFORMATION TRANSMITTED THROUGH THE INTERNET IS NEVER COMPLETELY SECURE. NEITHER COMPANY, NOR ANY OF COMPANY’S EMPLOYEES, AFFILIATES, AGENTS, REPRESENTATIVES, OR LICENSORS (COLLECTIVELY, “COMPANY ASSOCIATES”) SHALL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY COMPENSATORY, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR ATTORNEYS’ FEES, OR FOR LOST DATA OR LOST PROFIT, ARISING OUT OF YOUR USE OF THE PLATFORM OR INABILITY TO GAIN ACCESS TO OR USE THE PLATFORM OR OUT OF ANY BREACH OF ANY WARRANTY, EVEN IF COMPANY OR A COMPANY ASSOCIATE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES WERE FORESEEABLE.

Electronic Communications Privacy Act Notice (18 U.S.C. §§ 2701-2711): Company makes no guaranty of confidentiality or privacy of any communication or Information transmitted through Our Platform, or any website linked from Our Platform. Company will not be liable for the privacy of e-mail addresses, registration and identification Information, disk space, communications, confidential or trade-secret Information, or any other Content stored on Company’s equipment, transmitted over networks accessed by the Platform, or otherwise connected with Your use of Our Platform.

IN NO EVENT ILL WE BE LIABLE FOR ANY DAMAGES WHATSOEVER ARISING OUT OF OR RELATING TO YOUR COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE PLATFORM, INCLUDING WITHOUT LIMITATION, DAMAGES RESULTING FROM BODILY INJURY AND/OR EMOTIONAL DISTRESS.

YOU AGREE THAT WE ARE NOT LIABLE FOR ANYTHING THAT HAPPENS ON OUR PLATFORM REGARDING USERS, NON-USERS, ADVERTISING, MARKETING, AND POSTING OF CONTENT OR INFORMATION AND YOU AGREE TO HOLD US HARMLESS AND INDEMNIFY US FROM ANY AND ALL SUCH CLAIMS AND DAMAGES, THAT YOU OR A THIRD PARTY MAY BRING, OF ANY KIND OR NATURE AND WHEREVER AND HOWEVER BROUGHT.

YOUR SOLE RIGHT AND REMEDY WITH RESPECT TO ANY DISPUTE WITH COMPANY IS TO STOP USING THE PLATFORM. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES, IN SUCH STATES AND JURISDICTIONS LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

THE PLATFORM IS CONTROLLED, OPERATED AND ADMINISTERED BY COMPANY FROM ITS OFFICES WITHIN THE UNITED STATES. COMPANY MAKES NO WARRANTY OR REPRESENTATION THAT MATERIAL AVAILABLE THROUGH THE PLATFORM IS LEGAL, APPROPRIATE, OR AVAILABLE FOR USE OUTSIDE THE UNITED STATES. IF YOU ACCESS THE PLATFORM FROM A LOCATION OUTSIDE THE UNITED STATES, YOU ARE RESPONSIBLE FOR COMPLIANCE WITH ALL APPLICABLE LAWS, AND COMPANY ACCEPTS NO RESPONSIBILITY FOR SUCH ACCESS. IT IS YOUR RESPONSIBILITY TO ENSURE OUR TERMS AND PRIVACY POLICY MEET THE SPECIFIC REQUIREMENTS OF YOUR COUNTRY, AND IF THEY DO NOT, YOUR ONLY RECOURSE IS TO STOP AND CEASE USING OUR PLATFORM.

YOU ACKNOWLEDGE AND AGREE THAT ANY AND ALL DISCLAIMERS IN THESE TERMS AND THE PROVISIONS OF THESE TERMS REFLECT A FAIR AND REASONABLE ALLOCATION OF RISK BETWEEN COMPANY AND YOU.

Pipit, Inc. respects and is committed to Your privacy. Please review our Privacy Policy, which also governs Your use of the Platform, to understand Company’s practices.

Our Role as Pipit, Inc.

• You agree to indemnify Us for all damages, losses, penalties, fines, expenses and costs (including legal costs) which arise out of or relate to Your use of Our Platform, Your breach of these Terms, any Information that You provide to Us via the Platform or any damage that You may cause to the Platform. This indemnification includes, without limitation, liability relating to copyright infringement, defamation, invasion of privacy, and trademark infringement.
• We are not responsible for any User-generated Content posted on, or available through, Our Platform. We are entitled to monitor and moderate any User-generated Content, however We are not required to do so at all, or at any particular frequency or in any particular manner. We will not enter into discussion about the basis of any moderation decisions, which We make on a final basis in Our sole and absolute discretion.
• If You download any material from an Artist’s Content, You acknowledge and agree that We are not liable to You for any loss or damage, however caused, arising from the downloading or subsequent use of the downloaded material. You may not adapt, reproduce, store, distribute, transmit, display, publish or create derivative works from any downloaded material or Content. In addition, You may not commercialize any Information, Content, products or services from the downloaded material.
• We do not warrant that any material or Content You post on Our Platform will be protected against loss, misuse, or alteration by third parties. We do not warrant that We will post Your Content or material to Our Platform. If We elect in Our sole and absolute discretion to post Your material or Content on Our Platform, We do not warrant that the material or Information You submit will be posted within a certain time frame or at all. You indemnify and hold harmless the Company, and Our affiliates, officers, directors, subsidiaries, and employees against any claim by You or a third party arising out of the adaption, reproduction, storage, distribution, transmission, display, publishing or creation of derivative works from any of Your downloaded material or Content, as well as the commercialization of any Information, Content, products or services from Your downloaded material or Content.
• You indemnify and hold harmless the Company, and Our affiliates, officers, directors, subsidiaries, and employees against any claim by You or a third party arising out of a breach of these Terms either by a third party, You, or by any person using Your password or ID, whether or not You have authorized that person to use Your password or ID.
• Each Artist agrees to hold Us harmless and indemnify Us from any claims, suits, actions, damages or losses of any kind or nature caused by the actions or inactions of the Artist’s Personnel.

Taxes

A User is responsible for all of the taxation consequences of its use of Our Platform.

Liability

• To the maximum extent permitted by law, and subject to the rest of this “Liability” section, We are not liable for any loss or damage (including without limitation any consequential damages), however caused (including by negligence), suffered in connection with the use of Our Platform (including sales, misuse or unauthorized use of Your Content by another User, purported sales, failed transactions, disputes, or any forfeited Digital Land)
• Consequential damages means: loss of revenues; loss of reputation; loss of profits; consequential loss; loss of actual or anticipated savings; loss of bargain; indirect loss; lost opportunities (including opportunities to enter into arrangements with third parties); damage to Your intellectual property rights or the revenues generated therefrom; and loss or damage in connection with claims against You by third parties

Termination Policy

A User’s account may be immediately terminated or suspended if they transmit any Information or Content, or engage in any conduct on or through Our Platform, that violates these Terms, in which case the User agrees to pay Us liquidated damages equal to the amount of any advertising they received from Us during the previous twelve months prior to the termination or suspension. The User agrees that this clause is not a penalty and is reasonably necessary for the protection of Our commercial interests.

Additional legal terms

The rights and obligations of the parties under these Terms do not merge on completion of any transaction contemplated by these Terms. Termination of these Terms will not affect any accrued rights or remedies of the parties (noting that rights in the use of Our Platform and any potential revenue will be extinguished in accordance with these terms). You agree as follows:

• You shall not (nor purport to) assign, in whole or in part, or novate Your rights and obligations under or in connection with these Terms without Our prior signed written consent, which consent may only be given subject to Our sole and absolute discretion
• Rights in Your account can only be transferred in Our sole and absolute discretion as evidenced by Our signed written consent
• We may subcontract Our obligations under these Terms, and assign or novate Our rights or obligations under these Terms
• A clause or part of a clause of these Terms that is illegal or unenforceable may be severed from these Terms and the remaining clauses or parts of the clause of these Terms continue in force
• These Terms and Our Privacy Policy supersede all previous agreements about their subject matter

In these Terms:

The meaning of any general language is not restricted by any accompanying example, and the words “includes”, “including”, “such as” or “for example” (or similar phrases) do not limit what else might be included; no rule of construction applies in the interpretation of these Terms to the disadvantage of the party preparing these Terms on the basis that it put forward this agreement or any part of it; and a reference to a party is a reference to that party, and a reference to the parties is a reference to both parties.

Miscellaneous

You acknowledge and agree that the provisions, disclosures and disclaimers set forth in these Terms are fair and reasonable and Your agreement to follow and be bound by them is not the result of fraud, duress or undue influence exercised upon You by any person or entity. The failure of Company to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms shall remain in full force and effect.

Company shall have the right to assign these Terms and to sublicense any and all of its rights under these Terms. These Terms, including any documents referenced herein and any additional operating rules posted via the Platform, represent the entire understanding between You and Company regarding Your relationship with Company and Your use of the Platform. These Terms and Our Privacy Policy supersede all previous written or oral agreements between You and Company with respect to such subject matter. Notwithstanding any provision of these Terms, Company has available all remedies at law or equity to enforce these Terms.

Non-Assignability

The Company may assign or delegate these Terms, in whole or in part, to any person or entity at any time with or without Your consent. You may not assign or delegate any rights or obligations under the Terms or the Privacy Policy without the Company’s prior written consent, and any unauthorized assignment and delegation by You is void.

Section Headings and Summaries Non-Binding

Throughout these Terms, certain sections may include titles and brief summaries of the following terms and conditions. These section titles and brief summaries are not legally binding.

Authorization to Contract

You represent and warrant that if You are an individual, You are of legal age to form a binding contract; or that if You are registering on behalf of an entity, that You are authorized to enter into, and bind the entity to this Agreement.