TERMS OF SERVICE
OVERVIEW
This website is operated by Offtop LLC. Throughout the site, the terms "we", "us" and "our" refer to Offtop LLC. Offtop LLC offers this website and related Android and iOS mobile apps (collectively, the "Service"), including all information, tools and services available from this site and related apps, to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here.
By visiting our site and/ or purchasing something from us, you engage in our "Service" and agree to be bound by the following terms and conditions ("Terms of Service", "Terms"), including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Service apply to all users of the site, including without limitation users who are browsers, vendors, customers, merchants, and/ or contributors of content.
Please read these Terms of Service carefully before accessing or using our website. By accessing or using any part of the site, you agree to be bound by these Terms of Service. If you do not agree to all the terms and conditions of this agreement, then you may not access the website or use any services. If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.
Any new features or tools which are added to the current store shall also be subject to the Terms of Service. You can review the most current version of the Terms of Service at any time on this page. We reserve the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any changes constitutes acceptance of those changes.
SECTION 1 - GENERAL CONDITIONS
We reserve the right to refuse service to anyone for any reason at any time.
You understand that your content (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Credit card information is always encrypted during transfer over networks.
The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms.
SECTION 2 LICENSING
Offtop is intended to be a music editing app. As a User, you can use the Service to create your own music and notes. If you export a track using only your own original content, you may export the track to any third-party platform and you may monetize the track in any way and for any purpose. However, Offtop may display, use, or share any of your publicly submitted content for promotional purposes with reasonable credit to you.
If you use existing Beat(s) or other existing content to create your track, you have to obey certain copyright restrictions and you must acquire a Commercial Beats License before you can share your track commercially. Our commercial non-exclusive license ("Commercial Beats License") is located at offtop.com/beat-license. You must purchase a Commercial Beats License before using Beat(s) to create a track and sharing that track commercially.
By default, you are allowed to use Beat(s) per a Basic Non-Commercial Beats License: you may use, reproduce, distribute, display, perform and prepare derivative works of such Beat(s) and Artwork as permitted through the functionality of Offtop and through the functionality of any third party platforms that properly import files from Offtop (described herein, "Basic Non-Commercial Beats License"). This means that you, as a User, may use the Services for non-commercial purposes to export, upload, display, link or share any Content created on the Services, including without limitation the Offtop website, mobile application, or any plugins embedded into third-party websites. This license does not allow Users to export content using Beat(s) onto monetized platforms.
Beats are licensed, not sold, to you. You may not (i) use the Beats in isolation for commercial purposes, (ii) use Beats in a manner competitive to Company or its licensors, or (iii), sell, loan, share, lend, broadcast, rent, lease, assign, distribute, or transfer Beats to a third party except as incorporated into a derivative music production. Additionally, for clarity, you may not use the name, image, or likeness of the artist associated with a Beat in any way without that artist's express written permission. You are free to register a copyright in a derivative work you create using a beat ("Your Work"). However, you do not own the copyright of the beat, and if you submit a takedown notice to any third party sites for Your Work, then you are responsible for ensuring that such takedown notice is not being issued for a different work on the basis that the different work includes the same Sound. Submitting a takedown notice in violation of The Digital Millennium Copyright Act of 1998 (the "DMCA") may subject you to liability for damages under Section 512(f) of the U.S. Copyright Act.
SECTION 3 - ONLINE STORE TERMS
By agreeing to these Terms of Service, you represent that you are at least the age of majority in your state or province of residence, or that you are the age of majority in your state or province of residence and you have given us your consent to allow any of your minor dependents to use this site.
You may not use our products for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).
You must not transmit any worms or viruses or any code of a destructive nature.
A breach or violation of any of the Terms will result in an immediate termination of your Services.
SECTION 4 - MODIFICATIONS TO THE SERVICE AND PRICES
Prices for our products and services are subject to change without notice.
We reserve the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time.
We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service.
SECTION 5 - PRODUCTS OR SERVICES
Certain products or services may have limited quantities. We have made every effort to display as accurately as possible the colors and images of our products that appear at the store. We cannot guarantee that your computer monitor's display of any color will be accurate.
We reserve the right, but are not obligated, to limit the sales of our products or services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer. All descriptions of products or product pricing are subject to change at any time without notice, at the sole discretion of us. We reserve the right to discontinue any product or service at any time. Any offer for any product or service made on this site is void where prohibited.
We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations, or that any errors in the Service will be corrected.
SECTION 6 - ACCURACY OF BILLING AND ACCOUNT INFORMATION
We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.
You agree to provide current, complete and accurate purchase and account information for all purchases made at our store. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed.
SECTION 7 - OFFTOP PRO
Offtop Premium is a subscription service ("Offtop Pro") that gives Users features. Pro comes with a fixed number of credits ("Credits") per month to unlock content and/or additional features in the App. Some features do not require a Credit.
a.Fees and Billing. The subscription fee for Offtop Pro (the "Subscription Fee") will be set forth on the Service. Unless you have a free trial, upon signing up for Offtop Pro, we will charge the payment method you input on the Service for the Subscription Fee. If you have a free trial, then you will be charged according to the terms of the third-party service from which you obtained your free trial.
b. Auto-Renewals. This Section is subject to the terms of the third-party service from which you bought your Offtop Pro subscription. Your Offtop Pro subscription will auto-renew at the beginning of each renewal period until you cancel it. You may also upgrade or downgrade your subscription through your account page. Unless you have a free trial, you must pay for your subscription to Offtop Proprior to using Offtop. By purchasing a subscription to Offtop Pro, you agree that, once your subscription expires, your subscription will automatically renew for successive monthly periods unless you cancel your subscription as further described below. You authorize Company to charge the payment method that our service provider has on file for you to pay for any renewal subscription. You will be billed for the same subscription plan (or the most similar subscription plan, if your prior plan is no longer available) at the then-current monthly subscription fee plus any applicable taxes. We will charge your payment method for the subscription fee each month on the day corresponding to the date you signed up for offtop premium, or, if no such date exists in a given month, then the last day of such month. Subscription fees may change at any time, to the fullest extent permitted under applicable law.
c. Refunds; Cancellation. You may cancel your subscription to Offtop Pro at any time, after which we will not renew your subscription. To cancel your subscription, please visit the billing section of your account page. If you cancel your subscription, then your cancellation will be effective at the end of the subscription month in which you cancel, although this is subject to the terms of the third-party service from which you obtained your free trial. Further, Company may cancel a user's subscription without providing a refund if such user breaches these terms.
SECTION 8 - OPTIONAL TOOLS
We may provide you with access to third-party tools over which we neither monitor nor have any control nor input.
You acknowledge and agree that we provide access to such tools "as is" and "as available" without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools.
Any use by you of optional tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s).
We may also, in the future, offer new services and/or features through the website (including, the release of new tools and resources). Such new features and/or services shall also be subject to these Terms of Service.
SECTION 9 - THIRD-PARTY LINKS
Certain content, products and services available via our Service may include materials from third-parties.
Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties.
We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.
SECTION 10 - COPYRIGHT
Offtop must be assured that it has the right to use the content that is posted to its Site by its Users or to third party websites via our Services. Such content may include, but is not limited to, photographs, videos, text, audio, and other materials. Whenever submitting or importing content to our website, you agree that we will display your content on our Services and use your content to promote our Services. For these purposes, you grant us a non-exclusive, universal, perpetual, irrevocable, sublicensable, commercial and non-commercial right to use, distribute, publish, make derivative works and otherwise make use of the content that you submit to us. You warrant to us that you have the right to grant us this right over the content, including, specifically, with respect to the music content you upload to our Site, the relevant copyrights to reproduce, prepare derivative works, distribute copies or phonorecords to the public, and to perform the copyrighted work publicly, and that you will indemnify us for any loss resulting from a breach of this warranty and defend us against claims regarding the same. It is our policy in appropriate circumstances to disable and/or terminate the accounts of users who are repeat infringers of others' copyright.
SECTION 11 - COPYRIGHT & TRADEMARK INFRINGEMENT
We take copyright infringement very seriously, and we have registered a Copyright Agent with the United States Copyright Office, which limits our liability under the Digital Millennium Copyright Act. If you believe that your copyright has been infringed, please send us an email which contains:
Your name.\
The name of the party whose copyright has been infringed, if different from your name.\
The name and description of the work that is being infringed.\
The location on our website of the infringing copy.\
A statement that you have a good faith belief that use of the copyrighted work described above is not authorized by the copyright owner (or by a third party who is legally entitled to do so on behalf of the copyright owner) and is not otherwise permitted by law.\
A statement that you swear, under penalty of perjury, that the information contained in this notification is accurate and that you are the copyright owner or have an exclusive right in law to bring infringement proceedings with respect to its use.
Your physical or electronic signature.
Our designated copyright agent to receive DMCA Notices is:
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Sam Hamad
Offtop
820 W 3rd St Apt 3128
Austin, TX 78701-3865
[email protected]
Please put "DMCA" in the subject line of your email.
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If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective.
Please be aware that if you knowingly materially misrepresent that material or activity on the Website is infringing your copyright, you may be held liable for damages (including costs and attorneys' fees) under Section 512(f) of the DMCA.
Although U.S. law does not provide for a similar procedure for trademark infringement, we recommend that you send us similar information to that above in regards to any allegation of trademark infringement, and we will address it as soon as practicable.
SECTION 12 - PERSONAL INFORMATION
Your submission of personal information through the store is governed by our Privacy Policy. To view our Privacy Policy, see offtop.com/privacy/.
SECTION 13 - PROHIBITED USES
In addition to other prohibitions as set forth in the Terms of Service, you are prohibited from using the site or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.
SECTION 14 - DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
We do not guarantee, represent or warrant that your use of our service will be uninterrupted, timely, secure or error-free. We undertake no obligation to update, amend or clarify information in the Service or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Service or on any related website, should be taken to indicate that all information in the Service or on any related website has been modified or updated.
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 Offtop, 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.
SECTION 15 - INDEMNIFICATION
You agree to indemnify, defend and hold harmless Offtop 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.
SECTION 16 - 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.
SECTION 17 - TERMINATION
The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes.
These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our Services, or when you cease using our site or related apps.
If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Services (or any part thereof).
SECTION 18 - ENTIRE AGREEMENT
The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.
These Terms of Service and any policies or operating rules posted by us on this site or in respect to The Service constitutes the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).
Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.
SECTION 19 - GOVERNING LAW
These Terms of Service and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of Austin, Texas, in the United States.
SECTION 20 - CHANGES TO TERMS OF SERVICE
You can review the most current version of the Terms of Service at any time at this page.
We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Service by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the Service following the posting of any changes to these Terms of Service constitutes acceptance of those changes.
SECTION 21 - CONTACT INFORMATION
Questions about the Terms of Service should be sent to us at [email protected].