Terms of ServiceEffective as of July 1, 2019
Thank you for choosing Amadei!
These Terms of service (the «Terms» or the «Agreement») is a document aimed to govern usage of the website http://theamadei.com (the «Website») and all resources, technologies and services (the «Services») available on the Website. Any use of the Website or Services is subject to acceptance of the Terms. Please read it carefully before using the Website.
The Website is provided to you by AMADEI MUSIC GROUP LLC — the company incorporated under the laws of Florida, USA, with its principal office at 19900 E country club DR, 1110, Aventura, FL 33180, USA (the «Amadei» or «We», «Us»).
- By accessing or using the Service, or any content or services provided on the Website, registering on the Website, as well as paying any fee or remuneration on the Website you agree to comply with these Terms, as well as with any terms and/or agreements governing usage of such content or Services. If you are entering into the Terms on behalf of any other entity or person, such as your employer or the company you work for, or your children or other principal, you represent that you have the legal authority to bind, and do hereby bind, that entity to the Terms.
- In these Terms «you» shall mean either you or the entity on behalf of which you accepting the Terms.
- You may not use the Website and/or Services if you are a person barred from using the Services under the laws of your country, including the country in which you are resident or from which you use the Service, or international laws or treaties. In the event that you do not agree with the Terms, you must refuse to use the Service and the Website.
- You affirm that you are over the age of 18 or acting on behalf of a company or other entity legally incorporated and having necessary right and competence to accept these Terms.
- In case you are person under the age of 18 but you wish to use the Website or the Service, you should ask your parents to read these Terms and register you on the Website on your behalf.
- The current version of the Agreement is always located on the Internet at: https://theamadei.com/terms.
- Your use of the Service must comply with all applicable laws, regulations and ordinances, including any laws regarding the export of data or software.
- These Terms and any agreements on the Website shall not be treated as granting you any license, permission or other legal ground to use trademarks, tradenames, commercial names (either registered or not) logos, other means of individualization of Amadei (collectively — the «Tradenames»). You shall not use Tradenames of Amadei without express written permission of Amadei. Any illegal usage of Tradenames of Amadei subject to compensation of any damages and losses to Amadei and any other remedies prescribed by the law.
MAIN PURPOSE OF THE WEBSITE. PERSONAL ACCOUNT
- Main goal of the Website is to connect creative people all other the world with each other for mutual creative collaboration as well as with labels, producers, distributors, managers and end-users, interested in purchase of a new content.
- We believe that main ground for collaboration is to know who you collaborating with, thus it is obligatory demand of the Website to provide basic information for other persons to know who you are. We shall publish your information provided during registration to other visitors and users of the Website, as well you will be able to see similar information other person provided to Us.
- The other goal of the Website is to help to deposit and distribute the content created by the users of the Website, as well as to provide other Services to the end-users of the Website. In this respect, for the purposes of proper deposition and distribution and in some other cases, even further personal information is required and Amadei shall do its best endeavors to verify the ‘Know-your-client’ profile. This profile shall be used to arrange the necessary legally binding contract between you and other users of the platform. Due to this, some of Services of the Website shall be unavailable to you until such information provided and verified.
- You must provide accurate and complete registration information at the moment of registration or when filling the ‘know-your-client’ profile and have to update this information regularly each time you use the Services. You shall be solely responsible for any inaccurate, incomplete or misleading information placed in your profile.
- Keep your password safe! You are responsible for the security of your passwords and for any use of your account. If you become aware of any unauthorized use of your password or of your account, you shall notify Amadei immediately via our company contact email [email protected] You can also reset your password by logging into your account for the Service.
DEPOSITION AND DISTRIBUTION OF YOUR CONTENT. REPAYMENT FOR DISTRIBUTION OF CONTENT
- You can use the Website for deposition and/or distribution of your music, songs, lyrics, audio records or other original works of authorship (the «Content»).
- By placing a Content on the Website for deposition or distribution («posting the Content») you confirm that such Content and all titles and copyrights are owned by you, not created by you under the contract for a third parties, and not burdened by any other thirds parties rights or legal interest in any manner. You also confirm that there are no claims, demands and suits, legal proceedings in court or elsewhere in respect of your Content or title to your Content.
- By posting or sharing any Content or any other materials via the Website (including materials posted not only for the purposes of distribution) you grant us non-exclusive, transferable, sub-licensable, royalty-free and worldwide license to host, use, distribute, modify, run, copy, publicly perform or display and create derivative works of your materials for the purposes of usage of such content on the Website. You can end this license at any time by deleting your materials or account. Some of materials may persist after the end of the license due to technical reasons, but further coping of materials shall not be possible.
- You can post the Content created in co-authorship with other persons but in so far as such third person are also users of the Website and sign together with you co-authorship agreement using the Website and digital signature issued on the Website.
- You shall not post Content infringing copyrights of third parties, as well as any hate-related or violent Content, or Content, violating or encouraging conduct that would violate any criminal laws, any other applicable laws, or any third party rights.
- The Amadei does not provide services of hosting, storing or back-up of Content, unless otherwise expressly stated in description of the Service. The Amadei might remove the stored on the Website Content at any time. You are solely responsible for making back up of your Content.
- If Amadei receives any claim in respect of your Content, Amadei shall have the right immediately seize access to your Content and shall send you a notice with information about the essence of such claim.
- When distributing the Content via the Website you appoint the Amadei as your agent.
- Any remunerations paid for your Content distributed via the Website shall be paid only via the Website. Amadei shall have the right to charge commission for usage of the Website depending on the remuneration paid for your Content. Such commission shall be paid by end-users together with remuneration for your Content.
- Amounts collected by Amadei from end-users for your Content shall be repaid to you via payment instrument chosen by you of one of available payment methods on the Website. Payment term and timeframes depends on the payment methods chosen by you and can take up to 5 (five) days or even longer.
- Repayment of remuneration collected for your Content by Amadei shall be available only after amount of such repayment (lessen on the commission of Amadei charged to end-users) exceeds 100 USD. Any amounts below 100 USD shall be collected and withheld by Amadei until remuneration to be repaid exceeds 100 USD.
- Please pay attention: any repayment that you have not collected within 12 months since such remuneration received by Amadei shall be withheld by Amadei and treated as a fee for usage of the Website.
- Unless otherwise prescribed by the law, you shall be solely responsible for any applicable taxes and commissions linked with receiving remuneration for distribution of your Content via Website. I.e. any commissions of the payment instruments (payment systems, banking commissions, etc.) used to receive repayment shall be deducted from your remuneration.
The Services are the subject to the Amadei fees and remuneration (the «Fee»), which depend on the service plan, chosen by you and the type of Services, and in some case — on prices determined by the third parties. Amount of Fee shall be clear and unambitiously displayed in the conform section of the Website. Unless otherwise stipulated on the Website, Fee shall be paid in advance.
Some of the Services might be provided on a subscription basis. In that case, you chose the service plan with functionality and Services that you want to have access. The subscription term begins with initial payment and shall be prolonged automatically every month or other period chosen by you (if applicable). The period shall be indicated on the Website and might be daily, monthly or of any other duration, depending on the service plan. Such Fee shall be paid irrespectively of whether you actually used the Website and (or) Services or not. If you wish to cancel the subscription you should cancel the further prolongation of your subscription in the settings of your account before the end of already paid period. In that case you will have access to already paid Services until the end of pre-paid period. Payment of the fee on the basis of the subscription terms does not include additional remuneration for usage of the Service.
Fees are non-refundable, except as provided in these Terms or when required by law.
Unless otherwise stated, Fees do not include any taxes, duties or any other obligatory governmental payments, including, for example, foreign currency exchange fees, bank transactional fees, Internet providers’ fees, etc. The Fees have to be paid without any reduction for such taxes or payments.
The Amadei has the right to change the Fees at any time. Current rates of Fees always will be available on the Website and have to be paid at the amount indicated on the Website. In case you do not agree with new rates of Fees, you should stop using the Services and suspend the subscription on the Website prior to the beginning of the new subscription period.
THIRD PARTIES CONTENT
- The Website contains materials (audio, video files, music, lirycs, etc.) of the third parties (the «Third Parties Content»). In some cases, such materials are distributed via the Website (just like you can distribute your Content via the Website).
- We take all economically reasonable steps to avoid posting of Third Parties Content infringing copyrights as well as any hate-related or violent content, content violating or encourage conduct that would violate any criminal laws, any other applicable laws, or any third party rights. But We cannot be held responsible and do not give any warranties express or implied in respect of such Third Party Content (as we would not be responsible for your Content).
- If you have any claims in respect of any Third Parties Content on the Website, you should send an e-mail to [email protected] or [email protected] and include all necessary proves of violation of a law, your rights or legal interest. If such claim is linked with infringement of your copyrights, such claim have to contain all information and allegations in compliance with Digital Millennium Copyright Act and have to be signed with your electronic signature. Please pay attention, that in some cases in compliance with Digital Millennium Copyright Act, we have to restore content that you claimed as infringing your copyrights. If that is the case, you have to seek for a legal advice or a court decision on the essence of your claims to the third party published Content.
DIGITAL SIGNING OF DOCUMENTS
Some of the Services of the Website requires digital signing. You confirm that you agrees to accept documents signed by Amadei or any other users of the Website with digital signature as having full legal force and effect and agree to use electronic documents for any transactions on the Website.
For digital signing of the documents on the Website, you will have to provide necessary information as required on the Website to confirm your identity. Such information shall be accurate and valid at all time when you using the Website and the Services.
LIABILITY. LIMITATION OF A LIABILITY
- You shall not: (i) modify, hack, decompile, decipher, discover the source code of the Website or Services or in any other way try to gain unauthorized access to the Website or to the systems, networks, soft or hardware, that are used to the Website functioning; (ii) use the Website in any unlawful manner or for illicit purposes; (iii); use the Website to cause harm to individuals or companies, to disable any web-site or to distribute malware; (iv) use or attempt to use the Website with violations of the Terms.
- You are solely responsible for sufficiency or accuracy of the information resulting from the use of the Services and fitness of such information for your particular purpose.
- You guarantee that no information or material provided by you breaches any agreement or applicable legislation. You are responsible for any and all information or Content you provide or making available through the Website. You shall compensate any and all damages caused to the Amadei or to any user of the Website, or to any other third party, including any fines imposed to such entities.
- If the Amadei suspects or detects the breach of the Terms by you or that your use of the Services causes legal responsibility for the Amadei or disrupts others’ use of the Services, the Amadei has the right in his reasonable discretion to limit or temporarily suspend your access to the Services. If the breach is material, you will have ten days after the receipt of the notification to cure it. Otherwise, the Services will be terminated. Any repayment or advance payment of the Fee in that case shall be withheld to Amadei as a penalty for such breach.
- The Amadei has the right and you acknowledge that the Services can be modified, changed, improved or updated at any time without prior notice.
- You get the access to the Website and the Services with login and password, that constitutes your personal account. You cannot share your credentials with third parties, as accounts are individual. You are (and not the Amadei) responsible for the safeguarding of your credentials. All activities occurred under your account are considered as made by you. You should immediately notify the Amadei about any unauthorized access to your account.
- The Amadei sends notices to the e-mail address registered with your account or other communication channels selected by you within your personal account settings. You must keep your e-mail address and your contact details associated with your account current and accurate. Amadei shall not be held responsible for fail to send the notice in case you provided incorrect e-mail address, or failed to notify about change of your e-mail address, as well as if e-mails have not being delivered due to any reasons outside of Amadei control.
- You are responsible for your using the Services. You must comply with the following requirements when using the Services:
- you may not misuse Services by interfering with their normal operation, or attempting to access them using a method other than through the interfaces or instructions;
- you may not circumvent or attempt to circumvent any limitations that the Amadei imposes on your account (such as by opening up a new account after previous account was closed by the Amadei due to the Terms violation);
- you may not probe, scan, or test the vulnerability of any part of the Amadei system or network;
- you may not engage in abusive or excessive usage of the Services, that adversely affects the speed, responsiveness, stability, availability, or functionality of the Services for other users;
- you may not use the Services to commit an unlawful activity.
- You must use the Services in compliance with, and only as permitted by, applicable law.
- EXCEPT WHERE PROHIBITED BY LAW, IN NO EVENT WILL THE AMADEI BE LIABLE TO YOU OR ANYONE ELSE FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING LOSS OF PROFITS OR DATA, EVEN IF THE AMADEI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICES. NON THE LESS NOTHING IN THE TERMS SHALL EXCLUDE OR LIMIT AMADEI’S WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW
- If, notwithstanding the other provisions of the Terms, the Amadei is found to be liable to you for any damage or loss which arises out of or is in any way connected with your use of the Services, the Amadei’s liability shall in no event exceed the greater of (1) the total of any Fees with respect to any Service paid in the six months prior to the date of the initial claim, the first event or occurrence giving rise to such liability of the Amadei, or (2) US 100.00. This limitation will apply even if the Amadei has been advised of the possibility of the liability exceeding the amount.
- Some jurisdictions do not allow limitations of liability in some extra ordinal cases. If you are the resident of one of such country and such limitation of liability is not allowed in some specific case, the foregoing limitation will be applied to you to the fullest extent permitted by the applicable law.
- EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED «AS IS» AND THE AMADEI DOES NOT MAKE WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THOSE OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR ANY REPRESENTATIONS REGARDING AVAILABILITY, RELIABILITY, OR ACCURACY OF THE SERVICES.
- The Amadei specifically disclaims any liability for any actions resulting from your use of any Services. You may use and access the Services at your own discretion and risk, and you are solely responsible for any damage to your computer system, loss of data and any other damage that results from the use and access of any Service.
- You may stop using the Services at any time. Termination of your account does not relieve you of any obligation to pay any Fees for already granted Services. No refunds or credits for Fees or payments will be provided to you if you elect to terminate your subscription to the Services or cancel your Account prior to the end of your then effective subscription period.
- If the Amadei terminates the Agreement for reasons other than for cause, then the Amadei will make reasonable effort to notify you, at least thirty days prior to termination via the email address.
- The Amadei may, at any time, terminate your access to the Services if:
- you breach any provision of these terms (or act in a manner that clearly shows you do not intend to, or are unable to, comply with these terms);
- you fail to make the timely payment of Fees;
- The Amadei is required to do so by law;
- The Amadei elects to discontinue the Services, in whole or in part.
You agree to indemnify and hold the Amadei, its officers, directors, shareholders, employees, subsidiaries and affiliates, harmless from any demands, loss, liability, claims or expenses (including attorneys’ fees), made against the Amadei by any third party due to or arising out of or in connection with your use of the Services.
The Amadei may amend these Terms from time to time due to technical, organizational or other reasons, in which case the new Terms will supersede prior versions. The Amadei will notify you in advance of any such amendment by placing new Terms on the Website, and your continued use of the Services following the effective date of any such amendment may be relied upon by the Amadei as your consent to any such amendment. For these purposes you are obliged to get acquainted with any amendments to these Terms on the Website at least once each 30 (thirty) days.
- Governing law and dispute resolution. You agree that the laws of the State of Florida, United States will govern all matters relating to your access to or use of the Services. All disputes and discrepancies arising between Parties under the Agreement or in connection with it shall be resolved by means of negotiation between the Parties. If disputes and discrepancies are not settled by the Parties by means of negotiations, such disputes and discrepancies shall be transferred by any Party to the State Courts of Miami, Florida in the order, defined by applicable legislation.
- Entire Agreement. The Terms constitute the entire agreement regarding your use of the Services and any prior agreements between you and the Amadei relating to the Services are hereby cancelled.
- Non-Assignment. You may not assign the Terms, your rights or obligations under the Terms fully or partially without the Amadei’s prior written consent. The Amadei may assign any rights and obligations under the Terms at any time without notice to you but in so far as such assignment does not limit your warranties under the Terms. However, the Amadei have the right to invite third parties to perform separate Services (or part of Services) under this Terms whereby Amadei responsible for the actions of such third parties as for its own.
- No Waiver. A Party’s failure or delay to enforce a provision under these Terms is not a waiver of its right to do so later.
- Severability. If any provision of the Terms is determined to be unenforceable or void by a court of competent jurisdiction, that provision will be severed from the Terms and shall not affect other terms that will remain in full force and effect.
- Interpretation. The use of the terms «includes», «including», «such as», and similar terms, will be deemed not to limit what else might be included.