Last updated: May 15, 2020
1. Basic OurSong Services.
The Platform is a social and collaboration platform, and the Services on/through the Platform are provided, and may be used by you, for the purpose of interacting with other users on the Platform in several ways. You may browse content simply by visiting the Platform. In order to have certain access and interact with the virtual community on the Platform (the "Communities", or the "Parties" literally on the Platform), you may register by creating an account, which will allow you to participate in social and collaborative activities through the purchase of certain virtual contents (the “Cards”) on the Platform (making you a “Card Holder”).
Note that each level of participation with the Service (e.g., registered user, Creator and any types of account provided by Us in the future) creates additional rights and responsibilities which are described in these Terms of Service. You should review this agreement carefully, and re-review if you change your participation level. By accessing the Platform or using any of the Services you agree to be bound by these Terms of Service.
Eligibility. To be eligible to use the Services, you must reach the majority of age in your country or state of residence. Your parent or legal guardian must agree to the Agreement on your behalf and the permission for your access to, and use of, the Service may therefore be required from your parent or legal guardian if you are a minor under the applicable laws of your country or state of residence. By signing up to use an account through the Service, you hereby represents that the consent aforesaid is granted (if necessary) and the parent / legal guardian and you will be jointly responsible for any of your acts on the Service.
2. Creating an OurSong Account.
Registration of OurSong Account. In order to use any of the features of the Service you will need to register for an account on the Platform ("OurSong Account"). Depending on the types of OurSong Account to be registered or certain Services to be provided, your information, including your name and other personal information to verify your identity, may be required to be provided to complete the registration process. In providing your information, you confirm that the information is accurate and authentic and agree to keep us updated if any of the information you provide changes. We may, in our sole discretion, refuse to open an OurSong Account for you, or limit the number of OurSong Accounts that you may hold.
3. General Use, Prohibited Use, and Termination.
Limited License. We grant you a limited, non-exclusive, non-transferable license, subject to the TOS, to access and use the Services, and related content, materials, information (collectively, the "Content") solely for approved purposes as permitted by OurSong from time to time. Any other use of the Services or Content is expressly prohibited and all other right, title, and interest in the Services or Content is exclusively the property of OurSong and its licensors. You agree you will not, except as otherwise permitted by this TOS, copy, transmit, distribute, sell, license, reverse engineer, modify, publish, or participate in the transfer or sale of, create derivative works from, or in any other way exploit any of the Content, in whole or in part.
OurSong hereby grants to you a limited, non-exclusive, revocable, non-transferable license, depending on the types of the OurSong Account (please visit the page https://oursong.zendesk.com/hc/ for more information of different types of OurSong Account), to use Services solely for your own personal, noncommercial use, on the devices under your ownership and control, not for use in the operation of a business or for the benefit or any other person or entity, and subject to the terms of this Agreement, unless otherwise any features provided to you on the Service.
You acknowledge that any provision of the Services is licensed, not sold. You do not own the Services in any form, and OurSong retains ownership of the Services even after installation on your device. The rights that are licensed to you under this TOS are limited to those expressly granted, and OurSong reserves all other rights.
"OurSong.com", "OurSong", "OurCoin", “Cards” and all logos related to the Services or displayed on the Platform are either proprietary, trademarks or registered marks of OurSong or its licensors. You may not copy, imitate or use them without OurSong's prior written consent.
Service Accuracy. Although We intend to provide accurate and timely information on the Services, any material or information displayed on the Platform (including, without limitation, the Content) and/or the Services may not always be entirely accurate, complete or current and may also include technical inaccuracies or typographical errors. In an effort to continue to provide you with as complete and accurate information as possible, information may be changed or updated from time to time without notice, including without limitation information regarding OurSong policies, products and services. Accordingly, you should verify all information before relying on it, and all decisions based on information contained on the Services are your sole responsibility and We shall have no liability for such decisions. Links to third-party materials (including without limitation websites) may be provided as a convenience but are not controlled by Us. You acknowledge and agree that We are not responsible for any aspect of the information, content, or services contained in any third-party materials or on any third party sites accessible or linked to the Platform.
Third-Party Applications. If, to the extent permitted by OurSong from time to time, you grant express permission to a third party to access or connect to your OurSong Account, either through the third party's product or service or through the Services, you acknowledge that granting permission to a third party to take specific actions on your behalf does not relieve you of any of your responsibilities under this Agreement. You are fully responsible for all acts or omissions of any third party with access to your OurSong Account. Further, you acknowledge and agree that you will not hold OurSong responsible for, and will indemnify OurSong from, any liability arising out of or related to any act or omission of any third party with access to your OurSong Account. You may change or remove permissions granted by you to third parties with respect to your OurSong Account at any time through the Settings page on the Platform.
Prohibited Use. In connection with your use of the Services, and your interactions with other users, and third parties you agree and represent you will not engage in any Prohibited Use as defined below. We reserve the right at all times to monitor, review, retain and/or disclose any information as necessary to satisfy any applicable law, regulation, sanctions programs, legal process or governmental request. We reserve the right to cancel and/or suspend your OurSong Account and/or block transactions or freeze funds immediately and without notice if we determine, in our sole discretion, that your OurSong Account is associated with a Prohibited Use and/or a Prohibited Business.
Suspension, Termination, and Cancellation. OurSong may: (a) suspend, restrict, or terminate your access to the Platform or use of any or all of the Services, and/or (b) deactivate or cancel any of your OurSong Account if:
- We are required to do so by a court order or binding order of a government authority; or
- We reasonably suspect you of using your OurSong Account in connection with a Prohibited Use; or
- Use of your OurSong Account is subject to any pending litigation, investigation, or government proceeding and/or we perceive a heightened risk of legal or regulatory non-compliance associated with your OurSong Account activity; or
- You take any action that OurSong deems as circumventing OurSong's controls, including, but not limited to, opening multiple OurSong Accounts or abusing promotions which OurSong may offer from time to time.
If OurSong suspends or closes any of your OurSong Accounts, or terminates your use of the Services for any reason, We will provide you with notice of OurSong actions unless a court order or other legal process prohibits OurSong from providing you with such notice.
You acknowledge that OurSong's decision to take certain actions, including limiting access to, suspending, or closing any of your OurSong Account, may be based on confidential criteria that are essential to OurSong's risk management and security protocols. You agree that OurSong is under no obligation to disclose the details of its risk management and security procedures to you.
Privacy of Others; Marketing. If you receive information about another user through the Services, you must keep the information confidential and only use it in connection with the Services. You may not disclose or distribute a user's information to a third party or use the information except as reasonably necessary to effectuate a transaction and other functions reasonably incidental thereto such as support, reconciliation and accounting unless you receive the user's express consent to do so. You may not send unsolicited email to a user via the Platform or through the Services.
Password Security; Contact Information. You are responsible for maintaining adequate security and control of any and all IDs, passwords, hints, personal identification numbers (PINs), API keys or any other codes that you use to access the Platform and the Services. Any loss or compromise of the foregoing information and/or your personal information may result in unauthorized access to your OurSong Account by third-parties and the loss or theft of any digital assets held in your OurSong Account and any associated accounts.
You are responsible for keeping your email address and telephone number (if so necessarily required to be provided) up to date in your OurSong Account profile in order to receive any notices or alerts that we may send you. We assume no responsibility for any loss that you may sustain due to compromise of account login credentials due to no fault of OurSong and/or failure to follow or act on any notices or alerts that we may send to you. In the event you believe your OurSong Account information has been compromised, contact OurSong Support immediately at support@OurSong.com.
Taxes. It is your sole responsibility to determine whether, and to what extent, any taxes apply to any transactions you conduct through the Services, and to withhold, collect, report and remit the correct amount of taxes to the appropriate tax authorities.
Unclaimed Property. If OurSong is holding OurCoin (defined below) in your OurSong Account, and OurSong is unable to contact you and has no record of your use of the Services for several years, applicable law may require OurSong to report these funds as unclaimed property to the applicable jurisdiction. If this occurs, OurSong will try to provide your information stored in OurSong records to the competent authority, and we may also be required to deliver any such funds to the applicable state or jurisdiction as unclaimed property. OurSong reserves the right to deduct a dormancy fee or other administrative charges from such unclaimed funds, as permitted by applicable law.
4. User Contributions & Content Standard
The Platform may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, and other interactive features (collectively, "Interactive Services") that allow users to post, submit, publish, display, or transmit to other users or other persons (collectively hereinafter, "post") and content or materials (collectively, "User Contributions") on or through the Services.
All User Contributions must comply with the Content Standards set forth below. Any User Contribution you post to the Platform will be considered non-confidential and non-proprietary. By providing any User Contribution on the Platform, you grant Us, OurSong affiliates and service providers, and the contributors about which your User Contribution relates, and each of their and OurSong respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose according to your settings on the Service and Platform.
You represent and warrant that:
- You own or control all rights in and to the User Contributions and have the right to grant the license granted above to Us and OurSong affiliates and service providers, and each of their and OurSong respective licensees, successors, and assigns.
- All of your User Contributions do and will comply with these Terms of Service.
You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not OurSong, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.
We are not responsible or liable to any third party for the content or accuracy of any User Contributions posted by you or any other user of the Services.
These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable local, state, national, and international laws and regulations. Without limiting the foregoing, User Contributions must not:
- Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.
- Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
- Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person.
- Be likely to deceive any person.
- Promote any illegal activity, or advocate, promote, or assist any unlawful act.
- Impersonate any person, or misrepresent your identity or affiliation with any person or organization.
- Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising.
- Give the impression that they emanate from or are endorsed by Us or any other person or entity, if this is not the case.
5. Prohibited Uses
You may not use your OurSong Account to engage in the following categories of activity ("Prohibited Uses"). The specific types of use listed below are representative, but not exhaustive. If you are uncertain as to whether or not your use of the Services involves a Prohibited Use, or have questions about how these requirements apply to you, please contact Us at https://oursong.zendesk.com/ . By opening a OurSong Account, you confirm that you will not use your OurSong Account to do any of the following:
- Unlawful Activity: Activity which would violate, or assist in violation of, any law, statute, ordinance, or regulation, or which would involve proceeds of any unlawful activity; publish, distribute or disseminate any unlawful material or information.
- Abusive Activity: Actions which impose an unreasonable or disproportionately large load on our infrastructure, or detrimentally interfere with, intercept, or expropriate any system, data, or information; transmit or upload any material to the Platform that contains viruses, trojan horses, worms, or any other harmful or deleterious programs; attempt to gain unauthorized access to the Platform, other OurSong Accounts, computer systems or networks connected to the Platform, through password mining or any other means; use OurSong Account information of another party to access to the Platform or use the Services, except in the case of applications which are specifically authorized by a user to access such user's OurSong Account and information; or transfer your OurSong Account access or rights to your OurSong Account to a third party, unless by operation of law or with the express permission of OurSong.
- Abuse Other Users: Interfere with another individual's or entity's access to the Platform or use of any Services; defame, abuse, extort, harass, stalk, threaten or otherwise violate or infringe the legal rights (such as, but not limited to, rights of privacy, publicity and intellectual property) of others; incite, threaten, facilitate, promote, or encourage hate, racial intolerance, or violent acts against others; harvest or otherwise collect information from the Services about others, including without limitation email addresses, without proper consent
- Fraud: Activity which operates to defraud OurSong, OurSong users, or any other person; provide any false, inaccurate, or misleading information to OurSong.
- Intellectual Property Infringement: Engage in transactions involving items that infringe or violate any copyright, trademark, right of publicity or privacy or any other proprietary right under the law, including but not limited to sales, distribution, or access to counterfeit music, movies, software, or other licensed materials without the appropriate authorization from the rights holder; use of OurSong intellectual property, name, or logo, including use of OurSong trade or service marks, without express consent from OurSong or in a manner that otherwise harms OurSong or the OurSong brand; any action that implies an untrue endorsement by or affiliation with OurSong.
6. OurCoin, Card and Community.
Applicable Blockchain Protocols. OurSong uses the Ethereum blockchain to record Card transactions, which may only be completed by exchanging certain virtual currency referred to as OurCoin on the Platform. OurSong does not own or control the underlying software protocols which govern the operation of the Ethereum blockchain transactions supported on our platform. In general, the underlying protocols are open and anyone can use, copy, modify, and distribute them. By using the OurSong platform, you acknowledge and agree (i) that OurSong is not responsible for operation of the Ethereum protocols and (ii) that OurSong makes no guarantee of their functionality, security, or availability.
OurCoin is a digital currency designed to streamline the process of purchasing and trading Cards. Unless otherwise provided by certain promotive or incentive program available on the Platform, for which specific amount(s) of OurCoin may be acquired in a reduced rate or free of charge, no OurCoin may be acquired without duly process of purchase available on the Platform. If you authorize OurSong to initiate debits from your selected payment method(s) on the Platform in settlement of the purchase of OurCoin, we, or the payment processor acting on our behalf, will bill your credit card or alternative payment method (if any available on the Platform). Depending on the applicable law where you purchase the OurCoin, prices for OurCoin may or may not be displayed with taxes, and in each case you agree to pay all fees and applicable taxes incurred by you or anyone using an account registered to you. In the event that your credit card or alternative payment provider refuses to pay us for an amount credited to your account, we will have the right to delete the OurCoin or the products or services, including access to the Card, purchased with that OurCoin from your account. You agree that you will not cancel or reverse any charges for OurCoin purchases or otherwise attempt to defraud us. In the event legal action is necessary to collect on balances due, you agree to reimburse us for all expenses incurred to recover sums due, including attorneys' fees and other legal expenses.
ALL PURCHASES OF OURCOIN ARE NON-RETURNABLE AND NON-REFUNDABLE. If you redeem OurCoin to purchase Cards, you lose any statutory right of withdrawal because we begin performing our services upon your redemption of OurCoin for such Card. If through some problem with your account or any other reason you lose the Card and we can verify that you had it, we will make commercially reasonable efforts to replace it.
Users that have passed specific Identity Verification (defined below) (e.g Creator) may have the ability to offload / exchange OurCoin for certain legal currency or fiat money, subject to a conversion rate and fees set by OurSong, as well as the terms and conditions established by OurSong from time to time (specified as https://oursong.zendesk.com/hc/en-us/articles/360035322231). User shall be solely responsible for any applicable taxes, duties, or other applicable fees resulting from such transactions.
YOU WILL NOT RECEIVE MONEY OR OTHER COMPENSATION FOR UNUSED OURCOIN WHEN AN ACCOUNT IS CLOSED or SUSPENDED, WHETHER SUCH CLOSURE WAS VOLUNTARY OR INVOLUNTARY.
You understand that: (i) ownership of OurCoin carries no rights, express or implied, except such rights as may be created from time to time by contract among parties; (ii) the only contract between OurSong and a purchaser of OurCoin is this Agreement (iii) OurCoin does not represent or confer any ownership right, stake, share, security, or equivalent rights, or any right to receive future revenue share, dividends, consideration upon a liquidation of OurSong or any other entity, intellectual property rights, or any other form of participation in or rights relating to any Licensed Content, OurSong or any other entity or its affiliates; (iv) OurCoin does not confer any rights with respect to the voting of securities issued by OurSong or any other entity, the purchase of future issuances of securities by OurSong or any other entity, the conversion of the OurCoin into securities of OurSong or any other entity, or the election of members of the board of directors or other management positions within OurSong or any other entity; (v) OurCoin is not a currency issued by any central bank or national, supra-national or quasi-national organization, nor is it backed by any hard assets or other credit; (vi) OurSong is not responsible for nor does it pursue the circulation and trading of OurCoin on any market, public or private; and (vii) OurSong does not guarantee the liquidity or value and utility of OurCoin to any extent at any time.
Cards are a digital asset containing various Licensed Content that may include original commercially released tracks as well as other unreleased versions or alternate takes; photos, images or graphics; background or other information about the User who creates the Card and may be available to other users on the Platform, free of charge or for purchase. Each Card is distributed in limited amounts with a public record of ownership and may be used within the Platform to access certain features, functions, exclusive or non-exclusive Contents, and Community(ies) (defined below).
You may acquire a Card, including all the Content contained therein, for your personal use ONLY. Each Card may only be purchased / transferred in consideration of OurCoin. The price thereof (i.e, the amount of OurCoin to be exchanged for a Card) is varied and solely decided by the offeror of the Card (i.e., the User who creates Card for initial sale of such Card AND each Card holder in a trading market for Card exchange on the Platform). However, a User who issues the Card and/or a Card holder may, from time to time, and at such his/her/its sole discretion, provide opportunities for users to acquire certain Cards free of charge, at reduced rates, or as bonus content. For the avoidance of doubt, no Card may be redeemed for legal currency. When you purchase a Card, you receive, subject to this TOS, a limited, personal, non-exclusive, transferable license to the Card and the Content contained therein, which may be accessed solely through the Service. This license does not include the right to make or share copies of the Licensed Content. Except for Cards, you have no property interest, right or title in or to any Licensed Content appearing or originating from the Card, and such Licensed Content may not be transferred or resold in any manner not explicitly permitted by the User who issues the Card. We may terminate your license to any Licensed Content at any time and at our sole discretion.
For more information about the “Card,” including its latest features and the rights for its holder, please visit https://oursong.zendesk.com/hc/.
Certain portions of the Services allow a user to enable trading of the Card with other users. You acknowledge that your decision to enter into any trade of the Card is at your sole discretion and your own risk. We do not screen trading partners and we make no guarantee that a trade will be satisfactory or that trades will be a fair exchange of value between the parties to that trade. We reserve the right to determine in our sole discretion, with or without notice, what and when the Card may be traded between and among users. Non-tradable items cannot be traded under any circumstances.
For the avoidance of doubt, and unless otherwise specified under this TOS, in no event may you trade any Card for "real" money, any other good or service outside the Services, or any promise to provide certain products or services whether inside or outside the Services. Any attempt to trade outside the Services, to trade a prohibited item, or to make an offer to trade items where the trade is contingent upon an event in violation of these TOS may result in your OurSong account being suspended or terminated.
Your transaction history is available in your OurSong Account.
A Community is an online VIP group where Card holders have access to. Card holders can start conversations and connect with other Card holders in the Community. When you sell or give away the card, you will no longer be a Card holder and will be removed from the Community.
You should read carefully and comply with the following rules (the “Community Rules of Use”) while using any Services of the Community. Any breach of such rules will cause your right to access Community being suspended:
- We will send you a suspension notice by email provided at the time you register your OurSong Account, and consequently suspend your right to access certain Community if any of the following facts is found:
- breaching any provision of this TOS;
- using any Community for any unlawful transaction or unlawful act;
- falsely representing as anyone’s personnel to deceive other users or jeopardize the interests of them;
- disseminating rumors which adversely affect other users’ interests;
- using your OurSong Account for the activities above; or
- other acts that we consider seriously detrimental to the interests of other users and OurSong.
- In the event that you believe your OurSong Account is suspended by mistake, you may, within seven (7) days upon being suspended, raise an objection through our customer service to us.
- Unless explicitly stated otherwise, the content of Community is rated G for the general public. If you discover any inappropriate content, please contact our customer service.
- We will revise the Community Rules of Use from time to time. We will notify you if you are found in breach of any newly revised provisions, and you should remedy such breach within the period provided in such notification. Any unremedied breach will be recorded or cause your right to access Community or use any Services related thereto being suspended.
For more information about the “Community,” including the authorizations to access different Communities, please visit https://oursong.zendesk.com/hc/.
7. Verification Procedures
In order to acquire certain Services such as exchanging your OurCoin to specific legal currencies, which may not be provided by us until and unless more additional personal information is collected, you may be required to provide such personal information and complete a certain identification process.
- Username on the Platform
- Legal name / Real name
- Valid email address
- OurSong Account password
- Date of birth
- Residing location, including country, state and/or city
- Phone number
- Copy of ID issued by the competent authority
- Selfie with ID
- ID number
Notwithstanding these minimum verification procedures or personal information for the referenced Services, OurSong may require you to provide or verify additional information, or to wait some amount of time after completion of a transaction, before permitting you to use any Services.
8. Types of Account and the main features
The Services encompass and will encompass the following main features, which may be available depending on different types of the account registered on the Platform through the different levels of verification process (more information relating to each type of accounts on the Platform please visit the page https://oursong.zendesk.com/hc/):
- The ability to view Cards and Communities and stream music (if any) on the Service;
- The ability to purchase Cards;
- The ability to purchase OurCoin for use on the Service;
- The ability to create Cards and/or contribute to Cards;
- The ability to issue and sell Cards;
- The ability to comment and interact with other users on the Cards.
- The ability to create Communities and/or contribute to Communities;
- The ability to comment and interact with other users in Communities.
Only the User who create the Card (i.e., the User initiating making the Card) may invite additional Users to it. Each User who is added to a Card is a “Member”. The User who create the Card will have the sole discretion to determine if a User is made a Member.
If you set up a OurSong account, the following additional terms apply to you:
You may create or join a Card and contribute certain Licensed Contents such as music, lyrics, graphics, or other materials to the Card (“Creative Contributions”).
Prior to the initial release for sale of any Card (the "Release"), the User who creates the Card must decide the number of Cards to sell and/or reserve (for each Member), the date of the Release, and at what price of each Card. For the avoidance of doubt, Cards reserved by a Member may still be traded on the Platform at the number and price decided by such Member from time to time after the Release.
By providing any Creative Contribution on the Service, you shall be solely responsible for any material so provided and the consequences of submitting and publishing such Creative Contribution on the Platform. For clarity, you retain all of your ownership rights (including but not limited to the copyright) in the Creative Contribution. However, by submitting the Creative Contribution, you hereby grant OurSong a worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform such Creative Contribution for the only purpose necessary for OurSong to (i) exhibit your Creative Contribution on the Platform, (ii) proceed any transactions you have authorized and (iii) promote and redistribute part or all of the Services (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each user of the Service a non-exclusive license to access your Creative Contribution on the Platform, including those with limited access to the Card holders only, and to use, reproduce, distribute, display and perform such Creative Contribution as permitted through the functionality of the Service and under this TOS. The above licenses granted by you will terminate within a commercially reasonable time after you remove or delete your Creative Contribution from the Service (if applicable). You understand and agree, however, that OurSong may retain, but not use, display, distribute, or perform, server copies of your Creative Contribution that have been removed or deleted. The above licenses granted by you in user comments or direct messages you submit are perpetual and irrevocable.
You represent and warrant that you own or control all rights in and to Creative Contributions that you contribute to a Card. You further represent and warrant that you have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns.
You understand and acknowledge that you are responsible for any Creative Contributions you submit or contribute, and you, not OurSong, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.
You acknowledge and agree that all Creative Contributions must comply with the Creative Contributions Standards set forth below.
Creative Contribution Standards.
OurSong respects the creative process and artistic freedom. However, even in this context, there must be limits.
Creative Contributions must in their entirety comply with all applicable local, state, national, and international laws and regulations. Without limiting the foregoing, Creative Contributions must not contain: any material that violates any laws or the legal rights (including the rights of publicity and privacy) of others; is pornographic or sexually obscene; infringe any trademark, copyright, or other intellectual property rights; or promotes discrimination against or abuse of any individual or group.
OurSong reserves the right to reject or remove Creative Contributions that it deems, in its sole discretion, to violate this TOS.
Profile. Each User is required to provide accurate information necessary to complete a profile associated with the OurSong Account for creating or contributing to the Card and/or Community. This information may include business name, address and other contact information, website URL, taxpayer or other government ID, corporate documents, and other information OurSong may request.
OurCoin Conversion. Only the User whose identification is verified by Us may enter a transaction to offload OurCoin from the Platform into fiat currency (or “real money”), and shall warrants that they have the right to do so and shall be responsible for any applicable fees/taxes. (Refer to Section 6 OurCoin, Card and Community above.)
9. General Provisions.
Computer Viruses. We shall not bear any liability, whatsoever, for any damage or interruptions caused by any computer viruses, spyware, scareware, Trojan horses, worms or other malware that may affect your computer or other equipment, or any phishing, spoofing or other attack. We advise the regular use of a reputable and readily available virus screening and prevention software. You should also be aware that SMS and email services are vulnerable to spoofing and phishing attacks and should use care in reviewing messages purporting to originate from OurSong. Always log into your OurSong Account through the Service to review any transactions or required actions if you have any uncertainty regarding the authenticity of any communication or notice.
No Warranty. We do not represent that the Service, the Platform or OurSong Accounts, APIs, and related services, will be available without interruption. Although we will strive to provide you with continuous operations, we do not guarantee continuous access or that there will be no delays, failures, errors, omissions or loss of transmitted information, nor do we guarantee that any order will be executed, accepted, recorded, or remain open.
Release of OurSong; Indemnification. If you have a dispute with one or more users of the Services, you release OurSong, its affiliates and service providers, and each of their respective officers, directors, agents, joint venturers, employees and representatives from any and all claims, demands and damages (actual and consequential) of every kind and nature arising out of or in any way connected with such disputes. You agree to indemnify and hold OurSong, its affiliates and service providers, and each of its or their respective officers, directors, agents, joint venturers, employees and representatives, harmless from any claim or demand (including attorneys' fees and any fines, fees or penalties imposed by any regulatory authority) arising out of or related to your use of the Services, breach of this Agreement, or your violation of any law, rule or regulation, or the rights of any third party.
Limitation of Liability; No Warranty. IN NO EVENT SHALL OURSONG, ITS AFFILIATES AND SERVICE PROVIDERS, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES OR REPRESENTATIVES, BE LIABLE (A) FOR ANY AMOUNT GREATER THAN THE VALUE OF THE SUPPORTED DIGITAL CURRENCY ON DEPOSIT IN YOUR OURSONG ACCOUNT OR (B) FOR ANY LOST PROFITS OR ANY SPECIAL, INCIDENTAL, INDIRECT, INTANGIBLE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH AUTHORIZED OR UNAUTHORIZED USE OF THE PLATFORMOR THE SERVICES, OR THIS AGREEMENT, EVEN IF AN AUTHORIZED REPRESENTATIVE OF OURSONG HAS BEEN ADVISED OF OR KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. THIS MEANS, BY WAY OF EXAMPLE ONLY (AND WITHOUT LIMITING THE SCOPE OF THE PRECEDING SENTENCE), THAT IF YOU CLAIM THAT OURSONG FAILED TO PROCESS A BUY OR SELL TRANSACTION PROPERLY, YOUR DAMAGES ARE LIMITED TO NO MORE THAN THE VALUE OF THE SUPPORTED DIGITAL CURRENCY AT ISSUE IN THE TRANSACTION, AND THAT YOU MAY NOT RECOVER FOR LOST PROFITS, LOST BUSINESS OPPORTUNITIES, OR OTHER TYPES OF SPECIAL, INCIDENTAL, INDIRECT, INTANGIBLE, OR CONSEQUENTIAL DAMAGES IN EXCESS OF THE VALUE OF THE SUPPORTED DIGITAL CURRENCY AT ISSUE IN THE TRANSACTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OURSONG SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND/OR NON-INFRINGEMENT. OURSONG DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT ACCESS TO THE SITE, ANY PART OF THE OURSONG SERVICES, OR ANY OF THE MATERIALS CONTAINED THEREIN, WILL BE CONTINUOUS, UNINTERRUPTED, TIMELY, OR ERROR-FREE.
OURSONG MAKES NO REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF HISTORICAL DIGITAL CURRENCY PRICE DATA AVAILABLE ON THE PLATFORM. OURSONG WILL MAKE REASONABLE EFFORTS TO ENSURE THAT REQUESTS FOR ELECTRONIC DEBITS AND CREDITS INVOLVING BANK ACCOUNTS, CREDIT CARDS, AND CHECK ISSUANCES ARE PROCESSED IN A TIMELY MANNER BUT OURSONG MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE AMOUNT OF TIME NEEDED TO COMPLETE PROCESSING WHICH IS DEPENDENT UPON MANY FACTORS OUTSIDE OF OURSONG CONTROL.
Waiver of Class Action. CLASS ACTION WAIVER: TO THE EXTENT PERMISSIBLE BY LAW, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE ACTION, OR REPRESENTATIVE PROCEEDING (COLLECTIVELY “CLASS ACTION WAIVER”). THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS OR ENGAGE IN ANY CLASS ARBITRATION. YOU AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND OURSONG ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION.
Relationship of the Parties. OurSong is an independent contractor for all purposes. Nothing in this Agreement shall be deemed or is intended to be deemed, nor shall it cause you and OurSong to be treated as partners, joint ventures, or otherwise as joint associates for profit, or either you or OurSong to be treated as the agent of the other.
Amendments. We may amend or modify this Agreement by posting on the Service or emailing to you the revised Agreement or a link to it, and the revised Agreement shall be effective at that time. If you do not agree with any such modification, your sole and exclusive remedy is to terminate your use of the Services and close your OurSong Account. You agree that we shall not be liable to you or any third party for any modification or termination of the Services, or suspension or termination of your access to the Platform, except to the extent otherwise expressly set forth herein. If the revised Agreement includes a material change, we will endeavor to provide you advanced notice via our website and/or email before the material change becomes effective.
Assignment. Except as permitted under this Agreement, you may not assign any rights and/or licenses granted under this Agreement. We reserve the right to assign our rights without restriction, including without limitation to any OurSong affiliates or subsidiaries, or to any successor in interest of any business associated with the Services. Any attempted transfer or assignment in violation hereof shall be null and void. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their successors and permitted assigns.
Severability. If any provision of this Agreement shall be determined to be invalid or unenforceable under any rule, law or regulation or any governmental agency, local, state, or federal, such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any applicable law and the validity or enforceability of any other provision of this Agreement shall not be affected.
Change of Control. In the event that OurSong is acquired by or merged with a third party entity, we reserve the right, in any of these circumstances, to transfer or assign the information we have collected from you as part of such merger, acquisition, sale, or other change of control.
Survival. All provisions of this Agreement which by their nature extend beyond the expiration or termination of this Agreement, including, without limitation, sections pertaining to suspension or termination, OurSong Account cancellation, debts owed to OurSong, general use of the Service, disputes with OurSong, and general provisions, shall survive the termination or expiration of this Agreement.
Governing Law. You agree that the laws of Singapore, without regard to principles of conflict of laws, will govern this Agreement and any claim or dispute that has arisen or may arise between you and OurSong, except to the extent governed by federal law.
Force Majeure. We shall not be liable for delays, failure in performance or interruption of service which result directly or indirectly from any cause or condition beyond our reasonable control, including but not limited to, any delay or failure due to any act of God, act of civil or military authorities, act of terrorists, civil disturbance, war, strike or other labor dispute, fire, interruption in telecommunications or Internet services or network provider services, failure of equipment and/or software, widespread illness, other catastrophe or any other occurrence which is beyond our reasonable control and shall not affect the validity and enforceability of any remaining provisions.
English Language Controls. Notwithstanding any other provision of this Agreement, any translation of this Agreement is provided for your convenience. The meanings of terms, conditions and representations herein are subject to definitions and interpretations in the English language. Any translation provided may not accurately represent the information in the original English.
Non-Waiver of Rights. This Agreement shall not be construed to waive rights that cannot be waived under applicable state money transmission laws in the state where you are located.
Contacting OurSong. If you have any feedback, questions, or complaints, contact us via our Customer Support web page at https://oursong.zendesk.com/ or write to us at OurSong Customer Support, Our Happy Company Pte. Ltd., 80 ROBINSON ROAD, #02-00,SINGAPORE (068898). When you contact us please provide us with your name, address, and any other information we may need to identify you, your OurSong Account, and the transaction on which you have feedback, questions, or complaints..
APPENDIX: E-SIGN DISCLOSURE AND CONSENT
This policy describes how OurSong delivers communications to you electronically. We may amend this policy at any time by providing a revised version on our website. The revised version will be effective at the time we post it. We will provide you with prior notice of any material changes via our website.
Electronic Delivery of Communications
You agree and consent to receive electronically all communications, agreements, documents, notices and disclosures (collectively, "Communications") that we provide in connection with your OurSong Account and your use of Services. Communications include:
- Account details, history, transaction receipts, confirmations, and any other OurSong Account or transaction information;
- Legal, regulatory, and tax disclosures or statements we may be required to make available to you; and
- Responses to claims or customer support inquiries filed in connection with your OurSong Account.
We will provide these Communications to you by posting them on the OurSong website, emailing them to you at the primary email address listed in your OurSong profile, communicating to you via instant chat, and/or through other electronic communication such as text message or mobile push notification.
Hardware and Software Requirements
In order to access and retain electronic Communications, you will need the following computer hardware and software:
- A device with an Internet connection;
- A current web browser that includes 128-bit encryption with cookies enabled;
- A valid email address (your primary email address on file with OurSong); and
- Sufficient storage space to save past Communications or an installed printer to print them.
How to Withdraw Your Consent
You may withdraw your consent to receive Communications electronically by contacting us at https://oursong.zendesk.com/ . If you fail to provide or if you withdraw your consent to receive Communications electronically, OurSong reserves the right to immediately close your OurSong Account or charge you additional fees for paper copies.
Updating your Information
It is your responsibility to provide us with a true, accurate and complete e-mail address and your contact information, and to keep such information up to date. You understand and agree that if OurSong sends you an electronic Communication but you do not receive it because your primary email address on file is incorrect, out of date, blocked by your service provider, or you are otherwise unable to receive electronic Communications, OurSong will be deemed to have provided the Communication to you.
You may update your information by logging into your account and visiting settings or by contacting our support team at https://oursong.zendesk.com/.