Terms of Service






This agreement is between Rhymeo, LLC ("Rhymeo") and users of Rhymeo’s products, services, and websites ("You").





YOUR ACCEPTANCE



Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Service.



We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will try to provide at least 30 days notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.





NETWORK GUIDELINES



By accessing or using the Service you agree to be bound by these Terms. If you disagree with any part of the Community Guidelines then you may not access the Service. We have zero tolerance for objectionable content and abusive use that include but are not limited to:



- Offensive or hateful speech


- Defaming individuals or groups


- Engage in cyber-bullying, harassment or any other predatory behavior


- Attack or demean individuals or groups,



We reserve the right, at our sole discretion, to permanently ban users and remove content that Rhymeo determines are harmful to the Service or in violation of applicable law. Within 24 hours of any report of objectionable content or abusive users, this objectionable content will be removed and the offending user will be banned from Rhymeo.



Rhymeo filters out objectionable content by allowing users to report submissions as objectionable (“flag this freestyle” feature) and through manual review of our users’ submissions. Any submissions found to be objectionable will be removed within 24 hours. Users who experience abuse from others can have the abusive party blocked and their content removed by reporting their submissions as objectionable.





RHYMEO ACCOUNT POLICY



To use Rhymeo, you must create a Rhymeo account. You may not use another user's account without their express permission. When you create an account with us, you must provide us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account on our Service.



You are responsible for safeguarding the password that you use to access the Service and for any activities or actions under your password, whether your password is with our Service or a third-party service.



You agree not to disclose your password to any third party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.



Rhymeo will terminate a user's access to the Service if, under appropriate circumstances, the user is determined to have infringed the Terms of Service.



Rhymeo may at any time, without prior notice and in its sole discretion, remove Content and/or terminate a user's account for submitting material in violation of the Terms of Service.



You are responsible for safeguarding the password that you use to access the Service and for any activities or actions under your password, whether your password is with our Service or a third-party service.





THIRD PARTY WEBSITES OR SERVICES



Rhymeo has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that Rhymeo shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such web sites or services. If You are an intellectual property owner or agent thereof and believe that any Content on the Service infringes any rights that You own or represent, then You may submit a notification of claimed infringement and we will respond accordingly. Please email justin@rhymeo.co.





GENERAL USE OF THE SERVICE



By agreeing to these terms and conditions, Rhymeo grants You permission to access the service as provided:



- You will comply with all applicable laws.


- Rhymeo reserves the right to discontinue any aspect of the Service at any time.


- You agree not to use the Service or any content produced from the service for any commercial uses unless you obtain Rhymeo’s prior written approval.


- You agree not to change, modify, re-create or alter any component of the service including the creation of freestyles.





CONTENT CONSUMPTION RESTRICTIONS



The restrictions above govern the service. In addition to those restrictions, the following conditions apply specifically to your musical and visual “content”:



- All content on the service, trademarks and logos on the service are either owned by or licensed to Rhymeo, subject to intellectual property rights.


- Content accessed by or through the service is intended for personal use solely as permitted by the Terms of Service.


- You shall not copy, broadcast, license, sell or exploit any content created on the service without the prior written consent of Rhymeo or the licensors of the content. Rhymeo reserves all rights not expressly granted in and to the Service and the Content.


- You understand and acknowledge that You may be exposed to Content that is inaccurate, offensive, indecent, or objectionable, and You agree to waive, and hereby do waive, any legal or equitable rights or remedies You have or may have against Rhymeo with respect thereto, and, to the extent permitted by applicable law, agree to indemnify and hold harmless Rhymeo, its owners, operators, affiliates, licensors, and licensees to the fullest extent allowed by law regarding all matters related to your use of the Service.





YOUR PRODUCTION OF CONTENT



- You understand that Rhymeo does not guarantee any confidentiality with respect to content you submit if not designated as private.


- As a Rhymeo account holder, you may submit Content to the service. You are solely responsible for your own content and any potential consequences for submitting your content on the service.


- You affirm, represent, and warrant that You own or have the necessary licenses, rights, consents, and permissions to publish Content You submit; and You license to Rhymeo all patent, trademark, trade secret, copyright or other/proprietary rights in and to such Content for publication on the Service pursuant to the Terms of Service.


- You retain all of your ownership rights in your Content. However, by submitting Content to Rhymeo, You hereby grant Rhymeo a worldwide, non-exclusive, royalty-free, sub-licensable and transferable license to use, reproduce, monetize, distribute, modify, prepare derivative works of, display, and perform the Content in connection with the Service and Rhymeo’s (and its successors' and affiliates') business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each user of the Service a worldwide, non-exclusive, royalty-free, sub-licenseable and transferable license to access your Content through the Service, and to use, reproduce, distribute, modify, prepare derivative works of, display and perform such Content as permitted through the functionality of the Service and under the Terms of Service.


- You further agree that Content You submit to the Service will not contain third party copyrighted material, or material that is subject to other third party proprietary rights, unless You have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant Rhymeo all of the license rights granted herein.


- Rhymeo expressly disclaims any and all liability in connection with Content. Rhymeo does not permit copyright infringing activities and infringement of intellectual property rights on the Service, and Rhymeo will remove all Content if properly notified that such Content infringes on another's intellectual property rights. Rhymeo reserves the right to remove Content without prior notice.





USER COMMENTS, FEEDBACK, AND OTHER SUBMISSIONS



IF, AT OUR REQUEST, YOU SEND CERTAIN SPECIFIC SUBMISSIONS (FOR EXAMPLE CONTEST ENTRIES) OR WITHOUT A REQUEST FROM US YOU SEND CREATIVE IDEAS, SUGGESTIONS, PROPOSALS, PLANS, OR OTHER MATERIALS, WHETHER ONLINE, BY EMAIL, BY POSTAL MAIL, OR OTHERWISE (COLLECTIVELY, 'COMMENTS’),



YOU AGREE THAT WE MAY, AT ANY TIME, WITHOUT RESTRICTION, EDIT, COPY, PUBLISH, DISTRIBUTE, TRANSLATE AND OTHERWISE USE IN ANY MEDIUM ANY COMMENTS THAT YOU FORWARD TO US. WE ARE AND SHALL BE UNDER NO OBLIGATION (1) TO MAINTAIN ANY COMMENTS IN CONFIDENCE; (2) TO PAY COMPENSATION FOR ANY COMMENTS; OR (3) TO RESPOND TO ANY COMMENTS. WE MAY, BUT HAVE NO OBLIGATION TO, MONITOR, EDIT OR REMOVE CONTENT THAT WE DETERMINE IN OUR SOLE DISCRETION ARE UNLAWFUL, OFFENSIVE, THREATENING, LIBELOUS, DEFAMATORY, PORNOGRAPHIC, OBSCENE OR OTHERWISE OBJECTIONABLE OR VIOLATES ANY PARTY’S INTELLECTUAL PROPERTY OR THESE TERMS OF SERVICE. YOU AGREE THAT YOUR COMMENTS WILL NOT VIOLATE ANY RIGHT OF ANY THIRD-PARTY, INCLUDING COPYRIGHT, TRADEMARK, PRIVACY, PERSONALITY OR OTHER PERSONAL OR PROPRIETARY RIGHT. YOU FURTHER AGREE THAT YOUR COMMENTS WILL NOT CONTAIN LIBELOUS OR OTHERWISE UNLAWFUL, ABUSIVE OR OBSCENE MATERIAL, OR CONTAIN ANY COMPUTER VIRUS OR OTHER MALWARE THAT COULD IN ANY WAY AFFECT THE OPERATION OF THE SERVICE OR ANY RELATED WEBSITE. YOU MAY NOT USE A FALSE E-MAIL ADDRESS, PRETEND TO BE SOMEONE OTHER THAN YOURSELF, OR OTHERWISE MISLEAD US OR THIRD-PARTIES AS TO THE ORIGIN OF ANY COMMENTS. YOU ARE SOLELY RESPONSIBLE FOR ANY COMMENTS YOU MAKE AND THEIR ACCURACY. WE TAKE NO RESPONSIBILITY AND ASSUME NO LIABILITY FOR ANY COMMENTS POSTED BY YOU OR ANY THIRD-PARTY.





LIMITATION OF LIABILITY AND WARRANTY DISCLAIMER



WE DO NOT GUARANTEE, REPRESENT OR WARRANT THAT YOUR USE OF OUR SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE. WE DO NOT WARRANT THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE. YOU AGREE THAT FROM TIME TO TIME WE MAY REMOVE THE SERVICE FOR INDEFINITE PERIODS OF TIME OR CANCEL THE SERVICE AT ANY TIME, WITHOUT NOTICE TO YOU. YOU EXPRESSLY AGREE THAT YOUR USE OF, OR INABILITY TO USE, THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE AND ALL PRODUCTS AND SERVICES DELIVERED TO YOU THROUGH THE SERVICE ARE (EXCEPT AS EXPRESSLY STATED BY US) PROVIDED 'AS IS' AND 'AS AVAILABLE' FOR YOUR USE, WITHOUT ANY REPRESENTATION, WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, TITLE, AND NON-INFRINGEMENT.



IN NO CASE SHALL RHYMEO, OUR DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, INTERNS, SUPPLIERS, SERVICE PROVIDERS OR LICENSORS BE LIABLE FOR ANY INJURY, LOSS, CLAIM, OR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION LOST PROFITS, LOST REVENUE, LOST SAVINGS, LOSS OF DATA, REPLACEMENT COSTS, OR ANY SIMILAR DAMAGES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, ARISING FROM YOUR USE OF ANY OF THE SERVICE OR ANY PRODUCTS PROCURED USING THE SERVICE, OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THE SERVICE OR ANY PRODUCT, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN ANY CONTENT, OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF THE SERVICE OR ANY CONTENT (OR PRODUCT) POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICE, EVEN IF ADVISED OF THEIR POSSIBILITY. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.





INDEMNITY



You agree to indemnify, defend and hold harmless Rhymeo and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third-party due to or arising out of your breach of these Terms of Service or the documents they incorporate by reference, or your violation of any law or the rights of a third-party.





SEVERABILITY



In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.





ABILITY TO ACCEPT TERMS OF SERVICE



You affirm that you are either 13 years of age or older, an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into and comply with the terms, conditions, obligations, affirmations, representations, and warranties set forth in the Terms of Service.





ASSIGNMENT



The Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by You, but may be assigned by Rhymeo without restriction.





GENERAL



You agree that: (i) the Service shall be deemed solely based in California; and (ii) the Service does not give rise to personal jurisdiction over Rhymeo, either specific or general, in jurisdictions other than California. The Terms of Service shall be governed by the laws of the State of California, without respect to its conflict of laws principles. Any claim or dispute between You and Rhymeo that arises in whole or in part from the Service shall be decided exclusively by a court of competent jurisdiction located in San Francisco, California. If any provision of the Terms of Service is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of the Terms of Service, which shall remain in full force and effect. No waiver of any provision of the Terms of Service shall be deemed a further or continuing waiver of such provision or any other provision, and any failure by Rhymeo to assert any right or provision under the Terms of Service shall not constitute a waiver of such right or provision. Rhymeo reserves the right to amend the Terms of Service at any time without notice. It is your responsibility to review the Terms of Service for any changes. Your use of the Service following any amendment of the Terms of Service will signify your assent to and acceptance of its revised terms.



YOU AND RHYMEO AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST COMMENCE WITHIN ONE YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.