Terms And Conditions

This Terms Of Service Agreement (the "Terms") contain the terms and conditions which govern and control the agreement between the parties hereto when you upload, post, or otherwise make available user generated content, data, text, lyric transcriptions, interpolations, translations or edits or amendments thereto, or other materials ("UGC") on or to https://lyrics.lyricfind.com (the "Site") operated by LyricFind Inc. (collectively, "LyricFind" "we" "us" and "our").

READ THESE TERMS CAREFULLY BEFORE UPLOADING ANY CONTENT TO THE SITE.

IMPORTANT NOTICE – THIS IS A CONTRACT.

In consideration for the permission by LyricFind to post UGC, you agree that by using the Site on any computer, mobile phone, tablet, or other device ("Device"), you signify that you have read, understand, and agree to be bound by these Terms without limitation or qualification and any other applicable law, whether or not you are a registered user.

The Terms may be updated from time to time and all updates will be posted on the Site. In the case of any substantive change, we will give notice of the changes by posting the amended Terms on the Site at least thirty days before the effective date of the change. If you have provided us with your email address, we will also notify you of any such substantive change by sending an email at least thirty days before the effective date of the change to the email address you provide. If you do not agree to the new Terms, you should stop using the Site otherwise your continued use of the Site will be your consent and agreement to the new Terms.

GENERAL RULES

1. Use of Content: All content on this website is for general information and use only. It is subject to change without notice.
2. Privacy Policy: Your use of this website is also governed by our Privacy Policy, which can be found here
3. Intellectual Property: This website contains material which is owned by or licensed to us. This material includes, but is not limited to, the design, layout, look, appearance, and graphics. Reproduction is prohibited unless otherwise stated.
4. Disclaimer: We do our best to ensure the accuracy and currency of the information provided on this website, but we make no guarantees. Your use of any information or materials on this website is at your own risk.
5. External Links: This website may also include links to other websites. These links are provided for your convenience to provide further information. They do not signify that we endorse the website(s). We have no responsibility for the content of the linked website(s).
6. Modifications: We reserve the right to revise these terms and conditions at any time without notice. By using this website, you agree to be bound by the current version of these terms and conditions.

Your Responsibility

When you transmit, upload, or otherwise make available UGC to the Site (a "Submission"), you are entirely responsible for such UGC. Such UGC constitutes a Submission by you, and this means that you are entirely responsible for such content that you post is undertaken at your own risk.

Your Representation of Ownership

You hereby represent and warrant that (i) the translation, transcription or interpolation is a version of the lyrics of the original copyrighted work it is based upon. You acknowledge that there is no copyright created or transferred in the creation of the UGC and it is not a derivative work transferring any rights to you (ii) you are not a minor, (iv) the UGC is not libelous, defamatory, obscene, pornographic, abusive, indecent, threatening, harassing, hateful, or offensive. You hereby release, discharge, and agree to hold us, and any person acting on our behalf, harmless from any liability related in any way to the use of your UGC.

Commercial Promotion

Do not post or solicit personal information of yours. The Site is not to be used for any commercial purpose. Do not post any advertising, solicitation, or commercial content whatsoever. Do not accept payment from a third party in exchange for your performing commercial activity on the Site. Do not post any UGC that involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing or "spamming."

Grant of Rights

Without acknowledging any rights you may have in the UGC, you hereby grant to LyricFind, without any compensation other than as set out herein, a non-exclusive, irrevocable, worldwide, royalty-free right and license to exhibit, and otherwise use (and to authorize third parties to exhibit and otherwise use) the UGC, in perpetuity in any manner or media now or later developed, for any purpose, commercial, advertising, or otherwise, including the right to translate, display, reproduce, modify, create derivative works, sublicense, distribute, assign and commercialize without any payment due to you. It is expressly agreed that there is no copyright or other rights of any manner that is attached to the UGC submitted under this Agreement and to the extent that any rights are deemed to be attached to the UGC, you hereby transfer any and all rights to LyricFind and /or the rights holder in the underlying original work.

Indemnity

To the fullest extent permitted by law, you agree to indemnify, defend and hold harmless LyricFind from and against any and all claims, damages, losses, liabilities, costs, and expenses (including but not limited to attorneys' fees) arising from or related to: (a) your violation or breach of these Terms; or (b) your violation of any third-party rights, including without limitation any copyright, trademark, property, privacy or publicity right. This indemnification, defense and hold harmless obligation will, notwithstanding anything to the contrary, survive your use of the Site. In the event the UGC causes any technical disruption, you agree to be responsible for any and all liabilities and costs and expenses (including attorneys' fees and expenses) arising from any and all claims brought by third parties based upon such technical disruptions.

Release

Without limiting anything set out above, to the fullest extent permitted by applicable law, you hereby release LyricFind from all damages, liability, claims, actions, demands and costs of every kind and nature, known and unknown, suspected, and unsuspected, disclosed and undisclosed, arising out of or in any way connected with these Terms. IF YOU ARE A CALIFORNIA RESIDENT, YOU EXPRESSLY WAIVE CALIFORNIA CIVIL CODE §1542, WHICH SAYS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR."

Warranty Disclaimer

LyricFind is not responsible or liable for any UGC or other content posted on our Sites or for any offensive, unlawful, or objectionable content you may encounter on or through our Sites. The UGC on a Site are provided "AS IS" and without warranties of any kind. To the fullest extent permitted by law, LyricFind disclaims all warranties, express or implied, including, but not limited to, implied warranties of title, fitness for a particular purpose and noninfringement. LyricFind does not represent or warrant that our Sites will be uninterrupted or error free, that any defects will be corrected, or that they or the server that makes them available are free of viruses or anything else harmful. To the fullest extent permitted by law, LyricFind does not make any warranties or representations regarding the use of the materials or content on our Site in terms of their correctness, accuracy, adequacy, usefulness, reliability or otherwise. You understand and agree that you download or otherwise obtain content at your own risk, and that you will be solely responsible for your use and any damage to your mobile device, computer system or other device in which you access our Site, loss of data or other harm of any kind that may result. LyricFind reserves the right to change, edit or alter any and all UGC on our Site at any time without notice.

Limitation of Liability

LYRICFIND SHALL NOT BE LIABLE FOR ANY DIRECT, SPECIAL INCIDENTAL INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING FOR ANY LOST PROFITS OR LOST DATA THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, OUR USER CONTENT OR THE CONDUCT OF OTHER USERS (WHETHER ONLINE OR OFFLINE) OR ANY USER-GENERATED CONTENT, EVEN IF LYRICFIND HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF OUR SITES. YOUR ONLY REMEDY AGAINST LYRICFIND FOR USE OF OUR SITE OR ANY CONTENT IS TO STOP USING THE SITES. ACCORDINGLY, IF LYRICFIND IS FOUND TO BE LIABLE TO YOU FOR ANY DAMAGE OR LOSS WHICH IS IN ANY WAY CONNECTED WITH YOUR USE OF OUR SITES OR ANY CONTENT, LYRICFIND'S LIABILITY SHALL NOT EXCEED US $100.00.

Termination

LyricFind reserves the right in its sole discretion to terminate your account, delete your profile and any of your UGC, and restrict your use of all or any part of our Sites for any or no reason, without notice, and without liability to you or anyone else. LyricFind also reserves the right to block users from certain IP addresses and otherwise prevent access to our Sites. These Terms and Conditions remain in effect even after your account is terminated. The failure of LyricFind to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect.

NOTICE REGARDING DISPUTE RESOLUTION: THESE TERMS CONTAIN PROVISIONS THAT GOVERN HOW CLAIMS YOU AND LYRICFIND HAVE AGAINST EACH OTHER ARE RESOLVED, INCLUDING AN OBLIGATION TO ARBITRATE DISPUTES, WHICH WILL, SUBJECT TO LIMITED EXCEPTIONS, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING ARBITRATION, UNLESS YOU OPT-OUT IN ACCORDANCE WITH THE "ARBITRATION AGREEMENT – LEGAL DISPUTES" SECTION BELOW.

Arbitration Agreement – Legal Disputes

Initial Dispute Resolution

We are available by email to address any concerns you may have regarding your use of the Site and or submission of UGC. Most concerns may be quickly resolved in this manner. The parties shall use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation and good faith negotiations which shall be a precondition to either party initiating a lawsuit or arbitration. Please see "How to contact us?" below for more information on how to reach out to us.

Terms of Service and Binding Arbitration Agreement

If the parties do not reach an agreed upon solution within a period of thirty (30) days from the time informal dispute resolution is pursued, then either party may initiate binding arbitration. All claims arising out of or relating to these Terms), the parties' relationship with each other and/or your use of the Site shall be finally settled by binding arbitration administered by the Canadian Arbitration Association on a non-confidential. The arbitrator shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of these Terms, including, but not limited to any claim that all or any part of these Terms are void or voidable. The arbitrator's award shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. The parties expressly consent to exclusive jurisdiction of the City of Toronto in the Province of Ontario, Canada, for any and all arbitrations.

GENERAL RULES AND PROCEDURES FOR USER CONTENT POSTINGS

You shall not post:

• UGC that would infringe or violate anyone else's rights, including copyright, trademark, patent, trade secret, privacy, publicity or other personal or proprietary rights, unless you have the owner's express permission.
• Another person's name, photograph, image, likeness, or appearance, unless you have that person's express permission; material for which you were compensated or provided any consideration by a third party.
• Personal contact information for yourself or others.
• Corrupted files, viruses, or any other similar software files, the intent of which is to damage the operation of another's computer.
• The transmission of "junk mail", "chain letters", or unsolicited mass mailing or "spamming".
• Content that is unlawful, threatening, harassing, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, sexually explicit, hateful, profane, indecent, racially, or ethnically derogatory, false, misleading or otherwise objectionable content, as determined by LyricFind in its sole and exclusive discretion.
• Content that promotes discrimination based on race, gender, religion, nationality, disability, sexual orientation, or age.

PLEASE BE AWARE OF THE FOLLOWING:

• We do not pre-screen UGC. However, all UGC submitted may be subject to a review and approval process and therefore may not be posted to our Site immediately. We reserve the right but not the responsibility, to refuse to post or to remove any posting that does not comply with the above requirements and our Terms. Any such refusals are made in our sole discretion, and we shall have no obligation to inform you if or why your submission was refused.
• You acknowledge and agree that LyricFind does not have any obligation to review UGC, that LyricFind is not in any manner responsible for UGC that LyricFind does not guarantee the accuracy, integrity, or quality of UGC and cannot assure that harmful, inaccurate, deceptive, offensive, threatening, defamatory, unlawful, or otherwise objectionable UGC will not appear on the Sites. You also acknowledge that by providing you with the ability to access, view and/or post UGC on the Site, that LyricFind is merely acting as a passive conduit for such distribution and is not undertaking any obligation or liability relating to any UGC or activities of any users on the Sites.
• Be aware that LyricFind has no control over UGC once it leaves our Sites, and it is possible that others may duplicate material found on our Sites, including, but not limited to, on other sites on the Internet, including on any social media sites, so please exercise discretion in deciding what to post on any of our Sites.

No Endorsement by LyricFind

We do not pre-screen. Monitor, and do not endorse (and we expressly disclaim) any and all liability in connection with any UGC or any other materials uploaded to the Sites or exhibited or otherwise exploited by users. However, we reserve the right in our sole discretion to remove any content of any kind that, in our sole judgement, does not comply with this Agreement and any other rules of user conduct for the Site, or is otherwise harmful, objectionable, or inaccurate. We are not responsible for any failure or delay in removing such content. You hereby consent to such removal and waive any claim against us arising out of such removal of content.

Objectionable Material

If you encounter or become aware of any objectionable or infringing or unlawful content posted anywhere on the Sites, please immediately report such material (and the specific page on which it is found) to [email protected]. Please note that there may be adverse legal consequences if you make a false or bad faith allegation through this process.

Code of Conduct for User Content

You agree to obey any and all applicable laws in using the Site, and agree that you are responsible for the contents and/or communications you upload to or initiate via the Sites, including UGC created therefrom. You agree that you are responsible for everything that you post or transmit to the Sites, and you agree (in relation to the Sites and all UGC to:

• Not upload content or participate in any form of activity via the Site which is, in the opinion of LyricFind or in accordance with any law or statute, immoral, unlawful, harassing, libelous, defamatory, abusive, threatening, harmful, vulgar, obscene, profane, sexually oriented, racially offensive or otherwise includes objectionable material.
• Not upload content which you do not have the right to use.
• Not abuse other users or anyone else.
• Not publish your own contact details or those of anyone else to any third party.
• Not register more than one account for yourself or anyone else.
• Not upload content that contains software viruses or any other computer code, files, or programs that are designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party.
• Not upload content that contains anything which could be used to determine or alter the architecture of the Site, or could be used to decompile, disassemble, or reverse engineer the Site.
• Not upload content intended to be used for a commercial purpose of any kind, other than for promotional purposes relating directly to content in which you own all relevant rights.

You acknowledge and accept that when you upload material to the Site, you may be exposed to comments or critical submissions from other Users that are unfair, inaccurate, offensive, indecent, or otherwise objectionable to you and you hereby waive any rights or remedies you have or may have against the Site with respect to any such comments or submissions