ACCESS TO THE ARTIST INSIGHTS. The Artist Insights is a service we offer that enables you to better understand your audience. The dashboard and any other features, content, or application services (including without limitation any mobile application services) offered by Saavn in connection therewith (collectively, the “Artist Insights”) are owned and operated by Saavn. Subject to the terms and conditions of the Artist Terms, Saavn may offer to provide certain content and data to you (together with the Artist Insights, the “Artist Services”), solely for your own use, and not for the use or benefit of any third party. The term “Artist Services” includes, without limitation, use of the Artist Insights, any service Saavn performs for you and the Content (as defined below) offered by Saavn on the Artist Insights. The Artist Services are one part of the service, website and software applications (together, the “Service”) offered by Saavn. Saavn may change, suspend or discontinue the Artist Services at any time, including the availability of any feature, database, or Content. Saavn may also impose limits on certain features and services or restrict your access to parts or all of the Artist Insights without notice or liability. Saavn reserves the right, in its sole discretion, to modify the Artist Terms at any time by posting a notice on the Artist Insights, or by sending you a notice via email or postal mail. You shall be responsible for reviewing and becoming familiar with any such modifications. Your use of the Artist Services following such notification constitutes your acceptance of the terms and conditions of the Artist Terms as modified.
You represent and warrant to Saavn that: (i) if you are an individual (i.e., not a corporation), you are of legal age to form a binding contract or have your parent’s permission to do so, and you are at least 13 years or age or older; (ii) all registration information you submit is accurate and truthful; and (iii) you will maintain the accuracy of such information. You also certify that you are legally permitted to use and access the Artist Services and take full responsibility for the selection and use of and access to the Artist Services. The Artist Terms are void where prohibited by law, and the right to access the Artist Services is revoked in such jurisdictions.
ARTIST INSIGHTS, SERVICES, AND CONTENT.
- The Artist Insights provides data and information to help you manage your content, grow your audience, and better understand your listeners. The Artist Insights is provided to you free-of-charge. You acknowledge that we provide the data and information to you for free in exchange for your use and contribution of content to the Service.
- The Artist Insights, the Artist Services, and the Content are the property of Saavn or Saavn’s licensors. Saavn grants you a limited, non-exclusive, revocable license to use the Artist Insights, and a limited, non-exclusive, revocable license to make personal, non-commercial use of the Content and to use the Artist Insights for commercial use to promote your Content and personal brand. You agree that you will use the Content solely for your own personal, non-commercial use or commercial use solely as permitted by the Artist Terms, and that you will not redistribute or transfer any of the Content. Saavn and its licensors retain ownership of all Content. For example, you may use the Artist Insights for the following permitted uses, including, but not limited to: (i) to inform and influence programming and performance decisions; and (ii) to gain brand sponsorships with third parties.
- The Artist Insights, the Artist Services, and their contents are intended solely for the use of registered users of the Artist Services and may only be used in accordance with the terms of the Artist Terms. All materials displayed or performed on the Artist Services (including, but not limited to text, graphics, images, illustrations (also known as the “Content,”)) are protected by copyright. You shall abide by all copyright notices, trademark rules, information, and restrictions contained in any Content accessed through the Artist Services, and shall not use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell or otherwise exploit for any purposes whatsoever any Content or third party submissions or other proprietary rights not owned by you: (i) without the express prior written consent of the respective owners, and (ii) in any way that violates the rights of any third party.
- The Artist Insights and the Artist Services are protected by copyright as collective works and/or compilations, pursuant to U.S. copyright laws, international conventions, and other copyright laws. You may not modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section 2), create derivative works based on, distribute, perform, display, or in any way exploit, any of the Content, software, materials, or Services in whole or in part.
- You shall not store any significant portion of any Content in any form. Downloading, copying or storing of any Content other than as expressly permitted by Saavn is prohibited without prior written permission from Saavn.
- Under no circumstances will Saavn be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred in connection with use of or exposure to any Content posted, emailed, accessed, transmitted, or otherwise made available via the Artist Services. You acknowledge that all Content accessed by you using the Artist Services is at your own risk and you will be solely responsible for any damage or loss to any party resulting therefrom.
RESTRICTIONS. You warrant, represent and agree that you will not use the Artist Services or Artist Insights or otherwise use the Content in a manner that (i) infringes or violates the intellectual property rights or proprietary rights, rights of publicity or privacy, or other rights of any third party; (ii) violates any law, statute, ordinance or regulation; (iii) is harmful, fraudulent, deceptive, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable; (iv) involves commercial activities and/or sales without Saavn’s prior written consent such as contests, sweepstakes, barter, advertising, or pyramid schemes; (v) impersonates any person or entity, including without limitation any employee or representative of Company; (vi) exposes confidential or proprietary information of a third party, (vii) contains a virus, trojan horse, worm, time bomb, or other harmful computer code, file, or program, or (viii) competes in any way with Saavn’s business as presently conducted or proposed to be conducted in the future. These restrictions as set forth herein apply to both you, your Account Admin (as defined below), and any other person or entity that accesses or uses your account. Saavn reserves the right to remove any Content from the Artist Services at any time, for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content or if Company is concerned that you may have breached the immediately preceding sentence), or for no reason at all. You are responsible for all of your activity in connection with the Artist Services. Any fraudulent, abusive, or otherwise illegal activity may be grounds for termination of your right to access or use the Artist Services. You may not post or transmit, or cause to be posted or transmitted, any communication or solicitation designed or intended to obtain password, account, or private information from any other user of the Artist Services. Use of the Artist Services to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material (including material that may be considered threatening or obscene), or engage in any kind of illegal activity is expressly prohibited. You will not decompile, reverse engineer, or otherwise attempt to obtain the source code of the Artist Services. You will be responsible for withholding, filing, and reporting all taxes, duties and other governmental assessments associated with your activity in connection with the Artist Services.
All of Saavn’s trade names, trademarks, service marks, logos, domain names, and other distinctive brand features (the “Saavn Marks”) are the sole property of Saavn. The Artist Terms do not grant you any rights to use any Saavn Marks whether for commercial or non-commercial use, and all goodwill generated from the use of any Saavn Marks will inure solely to Saavn.
WARRANTY DISCLAIMER. Saavn has no special relationship with or fiduciary duty to you. You acknowledge that Saavn has no control over, and no duty to take any action regarding: which users gain access to the Artist Services; what Content you access via the Artist Services; what effects the Artist Content may have on you; how you may interpret or use the Content; or what actions you may take as a result of having been exposed to the Content. You release Saavn from all liability for you having acquired or not acquired Content through the Artist Services. The Artist Services may contain information that some people may find offensive or inappropriate. Company Saavn makes no representations concerning any content contained in or accessed through the Artist Services, and Saavn will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Artist Services. Saavn makes no representations or warranties regarding suggestions or recommendations offered through the Artist Services. THE ARTIST SERVICES, ARTIST INSIGHTS, AND ALL CONTENT, ARE PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE.
You acknowledge that the Artist Insights is a free service that we provide to you for use at our sole discretion. We do not guarantee that the Artist Insights or the data we collect and provide to you will be error-free or that mistakes, including mistakes in the insights that we provide to you, will not occur from time to time. We will take all reasonable efforts to address or correct any mistakes in the Artist Service. You agree that you will hold us harmless against any damage, liability, or costs that you incur as a result of an, error, mistake, or glitch in the Artist Service or arising from your use of the data. All data is provided to you “As Is.” You use all such data provided by us at your sole risk and discretion.
Saavn will make reasonable efforts to provide the Artist Insights to you. Technical difficulties or maintenance may result in temporary interruptions. Saavn makes no assurances that the Artist Insights will be available on a continuous basis. Saavn reserves the right, periodically and at any time, to modify or discontinue, temporarily or permanently, functions and features of the Artist Insights, with or without notice, all without liability to you, except where prohibited by law.
REGISTRATION AND SECURITY. As a condition to using the Artist Services, you will be required to register with Saavn and select a password and user name (“Company User ID”). You shall provide Saavn with accurate, complete, and updated registration information. Failure to do so shall constitute a breach of the Artist Terms, which may result in immediate termination of your account. You may not (i) select or use as a Company User ID a name of another person with the intent to impersonate that person; or (ii) use as a Company User ID a name subject to any rights of a person other than you without appropriate authorization. Saavn reserves the right to refuse registration of or cancel a Company User ID in its discretion. You are solely responsible for maintaining the confidentiality of your password and for all use of your user name and password. If your username or password is lost or stolen, or if you believe there has been unauthorized access to your account, please notify us immediately and change your password as soon as possible.
You may delegate access to and use of your account to your designated representatives, including managers and other representatives (“Account Admin”). Saavn shall have no responsibility to verify the identity or monitor the use of any Account Admin, and you are solely responsible for the activities of your Account Admin and their compliance with the Artist Terms while accessing your account. If there is a dispute between you and any Account Admin as to the ownership or authorized use of an account, Saavn may suspend all access to such account at any time and without any liability to you or any other person. Saavn may resolve disputes among users, including Account Admins, or it may leave the resolution of disputes up to the parties involved.
If you are using the Account Services as a representative, agent, or manager of an artist, you acknowledge and agree that every six (6) months throughout the term of these Artist Terms, Saavn may send you a notification via the platform through which you signed up for the Artist Services, including Facebook, Twitter, or LinkedIn, to verify that you still are authorized to use or access such account. You shall provide Saavn with an accurate and timely response. If Saavn suspects that you are not or are no longer authorized to use or access such account, or your verification is otherwise fraudulent, Saavn may terminate or suspend all access to such account at any time, without any liability to you or any other person, including without limitation, any artists you represent or manage.
INDEMNITY. You will indemnify and hold Saavn, its parents, subsidiaries, affiliates, officers, suppliers, licensors, and employees harmless (including, without limitation, from all damages, liabilities, settlements, costs and attorneys’ fees) from any claim or demand made by any third party due to or arising out of your access to the Artist Services, use of the Artist Services, your violation of the Artist Terms, or the infringement by you or any third party using your account of any intellectual property or other right of any person or entity.
LIMITATION OF LIABILITY. IN NO EVENT SHALL SAAVN OR ITS SUPPLIERS, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE WITH RESPECT TO THE ARTIST INSIGHTS OR THE ARTIST SERVICES OR THE SUBJECT MATTER OF THE ARTIST TERMS UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY (I) FOR ANY AMOUNT IN THE AGGREGATE IN EXCESS OF $100; (II) FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER; (III) FOR DATA LOSS OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; OR (IV) FOR ANY MATTER BEYOND SAAVN’S REASONABLE CONTROL.
TERMINATION. The Artist Terms shall remain in full force and effect while you use the Artist Services. You may terminate your use of the Artist Services at any time. Saavn may terminate or suspend your access to the Artist Services at any time, for any reason, and without warning, which may result in the forfeiture and destruction of all information associated with your account. Saavn may also terminate or suspend any and all Artist Services and access to the Artist Insights immediately, without prior notice or liability, if you breach any of the terms or conditions of the Artist Terms. Upon termination of your account, your right to use the Artist Services, access the Artist Insights, and any Content will immediately cease. All provisions of the Artist Terms which, by their nature, should survive termination, shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability.
MISCELLANEOUS. The failure of either party to exercise, in any respect, any right provided for herein shall not be deemed a waiver of any further rights hereunder. Saavn shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond Saavn’s reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation (including “line-noise” interference). If any provision of the Artist Terms are found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the Artist Terms shall otherwise remain in full force and effect and enforceable. The Artist Terms are not assignable, transferable or sublicensable by you except with Saavn’s prior written consent. Saavn may transfer, assign or delegate the Artist Terms and its rights and obligations without consent. Both parties agree that the Artist Terms are the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of the Artist Terms (provided that if a separate written agreement with respect to Saavn products or services exists between you and Saavn, the terms and conditions of that written agreement shall take precedence over this Agreement in the event of any conflict), and that all modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of the Artist Terms and you do not have any authority of any kind to bind Saavn in any respect whatsoever. Headings for each section have been included above for your convenience, but such headings do not have any legal meaning, and may not accurately reflect the content of the provisions they precede.
ARBITRATION; GOVERNING LAW. The Artist Terms shall be governed by and construed in accordance with the laws of the State of New York without regard to the conflict of laws provisions thereof. Any dispute arising from or relating to the subject matter of the Artist Terms shall be finally settled by arbitration in New York, New York, using the English language in accordance with the Streamlined Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. (“JAMS”) then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with the Streamlined Arbitration Rules and Procedures of JAMS. Judgment upon the award so rendered may be entered in a court having jurisdiction, or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator. For all purposes of the Artist Terms, the parties consent to exclusive jurisdiction and venue in the United States Federal Courts located in the Southern District of New York.
CONTACT. If you have any questions, complaints, or claims with respect to the Artist Services, please contact us at:
460 Park Avenue South, 4th Floor
New York, NY 10016