1. Services

Company provides a platform for distributors and reviewers to evaluate music, utilizing premium (paid) Coins. The term "Service" refers to the product, platform, or service offered or made accessible to you by the Company.

2. Registration

By registering and participating in this Service, you acknowledge and confirm the following:

• You are of legal age and possess the legal capacity to enter into a binding contract.
• You commit to financial responsibility for your Account and pledge to adhere to the responsibilities and obligations outlined in these Terms, as well as any policies or procedures posted on the Site. This includes, but is not limited to, responsibilities related to fund deposits, account cashouts, payment methods, and refunds.
• You bear sole responsibility for any relevant taxes, levies, or duties arising from your use of our Service.
• The information you provide to Company, whether during registration or in connection with a Company service, is accurate and complete. You undertake to promptly update any profile supplied to Company or Users to ensure ongoing accuracy.
• You consent to being contacted via email by Company regarding its services.
• You grant Company permission to email or display your profile and any other information gathered from other websites and services, or provided by you to Company on or through Company's website, as determined solely by Company in connection with the Service for you.
• By using the Service, you authorize Company to access your account and the messages, data, information, text, graphics, audio, video, or other material posted/uploaded/transmitted to or through the Service using your account, solely for the provision of Services.
• Influencers signing into a third-party service through Company, which provides insights not publicly available, do so willingly and with the understanding that Company may use it as deemed fit to enhance the service it provides.
• Whether acting as a distributor or reviewer, you acknowledge that all orders placed are non-cancellable.

3. Acceptable Use Policy

We may allow you to create, upload, live stream, submit, or publish (collectively, to "submit") content such as videos, recordings, images, text, and fonts (collectively, "content"). For clarity, “content” means all content submitted by you to Company or using the Services of Company at any time, including before this Agreement’s “Last Updated” date. You must ensure that your content, and your conduct, complies with the Acceptable Use Policy set forth in this Section 3. Company may (but is not obligated to) monitor your account, content, and conduct, regardless of your privacy settings. Company may remove or limit access or availability to any content or account that it considers in good faith to violate this Acceptable Use Policy.

3.1 Copyright Policy

You may only upload content that you have the right to upload and share. Copyright owners may send us a takedown notice if they believe we are hosting infringing materials. We will, in appropriate circumstances, terminate the accounts of persons who repeatedly infringe.

3.2 Content Restrictions

You may not submit any content that:

• Infringes any third party’s copyrights or other rights (e.g., trademark, privacy rights, etc.);
• Is sexually explicit or promotes a sexual service;
• Is defamatory;
• Is harassing or abusive;
• Contains hateful or discriminatory speech;
• Promotes or supports terror or hate groups;
• Contains instructions on how to assemble explosive/incendiary devices or homemade/improvised firearms;
• Exploits or endangers minors;
• Depicts or encourages self-harm or suicide;
• Depicts (1) unlawful real-world acts of extreme violence, (2) vivid, realistic, or particularly graphic acts of violence and brutality, (3) sexualized violence, including rape, torture, abuse, and humiliation, or (4) animal cruelty or extreme violence towards animals;
• Promotes fraudulent or dubious money-making schemes, proposes an unlawful transaction, or uses deceptive marketing practices;
• Contains false or misleading claims about (1) vaccination safety, or (2) health-related information that has a serious potential to cause individual or public harm;
• Contains false or misleading information about voting or seeks to obstruct voting;
• Contains (1) claims that a real-world tragedy did not occur; (2) false claims that a violent crime or catastrophe has occurred; or (3) false or misleading information (including fake news, deepfakes, propaganda, or unproven or debunked conspiracy theories) that creates a serious risk of material harm to a person, group, or the general public; or
• Violates any applicable law.

3.3 Code of Conduct

In using our Services, you may not:

• Use an offensive screen name (e.g., explicit language) or avatar (e.g., containing nudity);
• Act in a deceptive manner or impersonate any person or organization;
• Harass or stalk any person;
• Harm or exploit minors;
• Distribute “spam” in any form or use misleading metadata;
• Collect personal information about others without their authorization;
• Access another’s account except as permitted herein;
• Use or export any of our Services in violation of any U.S. law;
• Except as permitted by us in writing, act in a manner that would subject Company to industry-specific privacy regulations such as the Health Insurance Portability and Accountability Act (HIPAA) or the Gramm-Leach-Bliley Act (GLBA);
• Engage in any unlawful activity;
• Embed our video player on or provide links to sites that contain content prohibited by Section 3.2; or
• Cause or encourage others to do any of the above.

3.4 Prohibited Technical Measures

You will not:

• Except as authorized by law or as permitted by us in writing: scrape, reproduce, redistribute, frame, mirror, create derivative works from, decompile, reverse engineer, alter, archive, or disassemble any part of our Services; or attempt to circumvent any of our security, rate-limiting, filtering, or digital rights management measures;
• Remove or modify any logo, watermark, or notice of proprietary rights embedded on or in the Services or any output thereof without our permission;
• Submit any malicious program, script, or code;
• Submit an unreasonable number of requests to our servers; or
• Take any other actions to manipulate, interfere with, or damage our Services.

3.5 Restricted Users

You may not use our Services if you:

• are a terror or hate group or a member thereof;
• have been designated by a U.S. agency as an entity that we may not contract with (e.g., a Specially Designated National); or
• are subject to sanctions by a non-U.S. government such that we would be required to block your videos in a substantial number of countries in which we provide service.

You may not purchase goods or software services from us if doing so would violate any U.S. sanctions. You hereby make a continuing representation that you are in compliance with the foregoing restrictions.

4. Use of Third Party Services

As an integral aspect of our Service, Company may furnish links to websites managed by various third parties and assumes no responsibility or liability for any actions or oversights carried out by these third parties. These links are provided solely for your convenience and reference. Company neither operates nor exercises control over any information, software, products, or services offered on such websites. The inclusion of a link to a website by Company does not indicate any endorsement of the services or the site itself, its contents, or its sponsoring organization.

5. Representations and Warranties and Indemnification

You hereby represent and warrant that:

• (a) You possess all necessary authority, rights, and permissions to submit the Materials and provide the licenses as outlined in these Terms of Service.
• (b) The Materials are accurate, current, and complete.
• (c) The Materials and your utilization of the Service will not infringe or misappropriate any copyright, trademark, trade secret, patent, or other intellectual property right of any third party, nor violate any other rights of a third party, including but not limited to, rights of privacy or publicity or any contractual rights.
• (d) The Materials and your use of the Service will not breach any applicable law or regulation or cause harm to any person.
• (e) Your use of the Service will not violate any agreements between you and a third party.

You agree to indemnify, defend, and hold harmless Company, its officers, directors, employees, agents, and contractors from any claims, costs, demands, damages, liabilities, or expenses, including reasonable attorneys' fees, arising from or related to:

• (a) The Materials you provide or approve for publication.
• (b) Your use of the Service.
• (c) Your breach of these Terms of Service.
• (d) Any actual, prospective, completed, or terminated service between you and a third party.

You grant us all necessary rights, licenses, and permissions to display, reproduce, disseminate, and use Your Content in connection with the Company Community. We reserve the right to edit or remove Your Content, or block or disable replies on a topic, at any time and at our sole discretion.

Neither party will be held responsible for a failure or delay in performance caused by an act of war, hostility, or sabotage; act of God; electrical, internet, or telecommunication outage not caused by the obligated party; government restrictions; or other events beyond the reasonable control of the obligated party. Both parties will make reasonable efforts to mitigate the effects of a force majeure event.

Both you and we agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of this Agreement. You agree to comply with all applicable foreign and domestic laws.

6. Disclaimers and Limitations

Company intends that the information contained in its Service be accurate and reliable; however, errors sometimes occur. In addition, Company may make changes and improvements to the information provided herein at any time. THE SERVICE AND THE INFORMATION, SOFTWARE, PRODUCTS AND SERVICES ASSOCIATED WITH IT ARE PROVIDED "AS IS." COMPANY AND/OR ITS SUPPLIERS, PARTNERS AND AFFILIATES DISCLAIM ANY WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, AS TO ANY MATTER WHATSOEVER RELATING TO THE SERVICE AND ANY INFORMATION, SOFTWARE, PRODUCTS AND SERVICES PROVIDED HEREIN, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. USE OF COMPANY'S SERVICE IS AT YOUR OWN RISK. COMPANY AND/OR ITS SUPPLIERS, ARE NOT LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OR OTHER INJURY ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF COMPANY'S SERVICE OR WITH THE DELAY OR INABILITY TO USE THE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS AND SERVICES OBTAINED THROUGH COMPANY, OR OTHERWISE ARISING OUT OF THE USE OF THE SERVICE, WHETHER RESULTING IN WHOLE OR IN PART, FROM BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF COMPANY AND/OR ITS SUPPLIERS HAD BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.

LIMITATION OF LIABILITY

IN NO EVENT SHALL COMPANY OR ITS SUPPLIERS BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (HOWEVER ARISING, INCLUDING NEGLIGENCE) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. COMPANY'S LIABILITY, AND THE LIABILITY OF COMPANY'S SUPPLIERS AND AFFILIATES, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE, SHALL NOT EXCEED UP TO THE GREATER OF: (I) THE AMOUNT OF THE TOTAL FEES PAID BY YOU TO COMPANY DURING THE MOST RECENT TWELVE MONTH PERIOD AND (II) THE AMOUNT PAID TO YOU IN COMMISSIONS DURING THE MOST RECENT TWELVE MONTH PERIOD. THE LIMITATIONS OF LIABILITY SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE CONTRACT BETWEEN COMPANY AND YOU.

ERRORS AND DELAYS

Company is not responsible for any errors or delays caused by an incorrect e-mail address provided by you or other technical problems beyond our reasonable control.

7. Funding Your Account

There are two methods to fund your account:

• (a) Deposited Funds
  You can process payments to your account through a credit card or PayPal, referred to as "Deposited Funds." These funds will be reflected as "Curator Coins" in your Account balance and can be utilized for submissions or campaigns. However, Deposited Funds cannot be cashed out or refunded. Payments are handled by Braintree, a division of PayPal, and can be made using major credit cards or your PayPal account. Payment information is securely stored on Braintree's systems by default for streamlined future transactions.
• (b) Earned Funds:
  As a reviewer, you can earn funds by reviewing submissions, denoted as "Earned Funds." These funds typically appear in your Account balance after responding to a Submission and can be cashed out upon your request, following the provided instructions on the Site. The Company may, at its discretion, introduce or remove additional methods for earning funds. Funds earned in this manner will be subject to the same conditions as those earned by responding to Submissions. The Company reserves the right to impose additional conditions on funds earned through these methods.

It's important to note that if your Account remains inactive for six months (no sign-ins, no addition of Deposited Funds, no purchase of premium credits, or no receipt of Earned Funds), it may be deemed inactive. After a twelve-month period of inactivity, an inactive fee may be charged to your Account balance. The Company may provide notice before imposing any inactive fee, but this is not an obligation.

In addition to other rights and remedies, we may (a) withhold and offset any payments owed to you against any fees you owe us under the Agreement or any other agreement, or (b) require you to refund any overpaid amounts within 30 days of an invoice. If there is a dispute regarding a payment made or withheld related to the Service, you must notify us in writing within 30 days of such payment. Failure to do so will waive any claim related to the disputed payment. You are responsible for ensuring accurate contact and payment information in your account and for any charges imposed by your bank or payment provider.

8. Termination

Company reserves the right in its sole discretion, and without any prior notice, to terminate your access to the Service for any reason, including your breach of these Terms of Service, the terms and conditions of any service for which you may have registered, or a violation of the rights of another user or the law. You may unsubscribe from any further communication from Company at any time by delivering a written notice addressed to support@curatorclub.com. You shall be responsible for ensuring delivery of the notice to the Company. Company shall not be obligated to store any data or files for more than ninety (90) days after termination of your access to the Service.

Company reserves the right with or without notice to you at any time to change, modify or discontinue any service or a portion or attribute thereof, or the offering of any information, good, content, product or service. Company shall have no liability to you or any third party should Company modify or discontinue any service or an aspect thereof.

9. Dispute Resolution

Any claim or controversy arising out of or relating to the use of Company's Service, to the goods or services provided by Company, or to any acts or omissions for which you may contend Company is liable, including but not limited to any claim or controversy ("Dispute"), shall be finally, and exclusively, settled by arbitration in Arizona, from which arbitration there shall be no appeal. The arbitration shall be held before one arbitrator under the Commercial Arbitration rules of the American Arbitration Association ("AAA") in force at that time. The arbitrator shall be selected pursuant to the AAA rules. The arbitrator shall apply the substantive law of the State of Arizona, except that the interpretation and enforcement of this arbitration provision shall be governed by the Federal Arbitration Act. To begin the arbitration process, a party must make a written demand therefore. Each part shall bear its own costs and attorneys' fees. Any judgment upon the award rendered by the arbitrators may be entered in any court of competent jurisdiction in Arizona. The arbitrator shall not have the power to award damages in connection with any Dispute in excess of actual compensatory damages and shall not multiply actual damages or award consequential, punitive or exemplary damages, and each party irrevocably waives any claim thereto. The agreement to arbitrate shall not be construed as an agreement to the joinder or consolidation of arbitration under this Agreement with arbitration of disputes or claims of any non-party, regardless of the nature of the issues or disputes involved. THIS AGREEMENT PROVIDES THAT ALL DISPUTES BETWEEN YOU AND COMPANY WILL BE RESOLVED BY BINDING ARBITRATION. YOU THUS GIVE UP YOUR RIGHT TO GO TO COURT TO ASSERT OR DEFEND YOUR RIGHTS. YOU ALSO GIVE UP YOUR RIGHT TO PARTICIPATE IN OR BRING CLASS ACTIONS. YOU ACKNOWLEDGE AND AGREE THAT YOU AND COMPANY ARE EACH WAIVING THE RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. Further, unless both you and Company otherwise agree, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. YOUR RIGHTS WILL BE DETERMINED BY A NEUTRAL ARBITRATOR AND NOT A JUDGE OR JURY.

10. Class Action/Jury Trial Waiver

WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICE FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND WE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND.

11. General

Each agree to submit to the personal jurisdiction of a state court located in Arizona or the United States District Court for the District of Arizona, for any actions for which either party retains the right to seek injunctive or other equitable relief, as further described in the Arbitration provision above. These Terms of Service, together with the Privacy Policy and any other legal notices published by us on the Service provision under these Terms of Service shall not constitute a waiver of such right or provision. Except as otherwise expressly agreed in this Agreement, this Agreement is non‐exclusive and either party may engage in similar or other relationships, agreements or arrangements with any other party. Except as agreed in writing, neither party promises any level of business or outcomes to the other. YOU AND COMPANY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS AND OTHER RECORDS AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES AND RECORDS OF TRANSACTIONS. Further, You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances or other laws in any jurisdiction which require an original signature or delivery or retention of non‐electronic records, or to payments or the granting of credits by other than electronic means. A printed version of these Terms of Service and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. All rights not expressly granted herein are reserved to Company.

12. Copyright and Trade Mark Notices

The Company owns copyright to all contents of the Services, excluding user uploaded or provided content. All rights reserved. Other product and company names may be trademarks or service marks of their respective owners.

13. YouTube API Services

The Services may utilize the YouTube API to display an embedded YouTube video. We may also use the YouTube API to retrieve the number of followers a channel has or likes or comments a video has received. By using our website, you agree to be bound by the YouTube Terms of Service, which can be found at https://www.youtube.com/t/terms. You also agree to Google's Privacy Policy, which can be found at http://www.google.com/policies/privacy. All of this information is already publicly visible on YouTube, and we do not share any of it with third parties.

IF YOU DO NOT AGREE TO THE TERMS STATED ABOVE OR TO ANY CHANGES MADE IN THESE TERMS, PLEASE EXIT THIS WEBSITE AND SERVICE IMMEDIATELY.

14. Instagram API Services

The Services may utilize the Instagram API to retrieve the number of followers a page has or likes or comments a video or post has received. By using our website, you agree to be bound by the Instagram Terms of Service, which can be found at https://help.instagram.com/581066165581870. All of this information is already publicly visible on Instagram, and we do not share any of it with third parties.

IF YOU DO NOT AGREE TO THE TERMS STATED ABOVE OR TO ANY CHANGES MADE IN THESE TERMS, PLEASE EXIT THIS WEBSITE AND SERVICE IMMEDIATELY.

15. TikTok API Services

The Services may utilize the TikTok API to retrieve the number of followers a page has or likes or views or comments a video or post has received. By using our website, you agree to be bound by the Instagram Terms of Service, which can be found at https://www.tiktok.com/legal/page/us/terms-of-service/en. All of this information is already publicly visible on Instagram, and we do not share any of it with third parties.

IF YOU DO NOT AGREE TO THE TERMS STATED ABOVE OR TO ANY CHANGES MADE IN THESE TERMS, PLEASE EXIT THIS WEBSITE AND SERVICE IMMEDIATELY.