wave.ac Terms and Conditions of Use
Effective as of 19 January 2019
wave.ac (“wave.ac”, “we”, “us”, “our”) is an artist tools & audio streaming site. With this said, the vast majority of our service revolves around the delivery of tools and services to scores of artists, labels, fans, and industry (collectively, the “Service” or “Ecosystem”). By accessing any uploaded content, resources, tools, or material on the wave.ac platform, (the “Content”) you are entering into a binding contract with Orion Computing LLC . This is a contract which extends to all aspects of our Service, our partner services, etc.
It is essential that you read the entirety of the Agreements and understand them, as it includes pertinent information—everything from how we change our agreements, handle disputes of arbitration, handle your data and privacy, do renewals and payments, and so on and so forth.
That said, we might occasionally make changes to the Terms and Conditions (“Terms”) and our other Agreements with you. When we make especially large changes to our Agreements, we will provide our customers with prominent notice—usually either via email, our social media/blog, or through an on-site notification. In some situations, we will notify you in advance. Your continued use of the Service after amendments have been made to our Agreements will indicate your agreement with those changes. For this reason, it is important that you review the Agreements when we send notices.
Should you choose to no longer use our Service after we make amendments or changes to our Agreements, you have the option to terminate the Agreements by contacting us and closing your account.
2. Using wave.ac
wave.ac provides accessible tools and resources for artists, podcasters, creatives, and industry. Here are a few things you should know about our service.
2.1. Our Services
wave.ac offers an Ecosystem of services. Among these services are audio streaming, artist tools, payment processing, features which allow you to communicate and interact with others, and so on. These things collectively comprise our Service. Some of these aspects of our Service are provided to the end user for free. Other wave.ac services require payment before you can gain access to use them.
2.2. Paid Subscriptions
As of May 2018, wave.ac offers a premium subscription (“Premium offering(s)”) which offers access to certain premium tools and resources exclusive to subscribers. These exclusive offerings collectively comprise the “Premium Service”, which makes up our Premium offering. Non-paid services comprise our “Free Service.”
These services are constantly changing, and not all aspects of the Free or Premium service are guaranteed. We will detail the services which are available when you are signing up for these services. Should you choose to cancel your Premium subscription, or should you choose to chargeback, you may be restricted from re-subscribing to the subscription.
We might expand our set of Premium Service offerings in the future. For this reason, the scope, cost, and availability of the existing offerings are subject to change. If we make any changes, we will notify you about these changes. If we decide to discontinue any of our offerings, you will no longer be charged.
2.3. Redeemables, Codes, and Pre-Paid Offers
We might offer redeemable codes or pre-paid offers for access to our Premium offerings. These Redeemables, Codes, and Pre-Paid offers could be subject to a separate terms and conditions, which apply concurrently with your existing contract with us. Through use of these Redeemables, Codes, Pre-Paid Offers, and other applicable forms, you agree to the extension of our Terms and agree to comply with them.
2.4. Student Discounts
As of May 2018, wave.ac offers a service-sponsored, pre-paid discount for students (“Student Discount”). This Student Discount is a pre-paid agreement to pay for a period of time (6 months or 1 year) at a reduced price which will be clearly outlined in said Agreement. This discount can apply to students who (1) have a valid .edu email; (2) can produce a schedule of their existing course load; (3) can prove enrollment at any accredited University, College, or High School. These things (collectively the “Proof of Enrollment”) can be used to apply for a Student Discount.
wave.ac reserves the right to refuse any user a Student Discount, even if they can provide Proof of Enrollment. If wave.ac or any of its associated services have reason to believe that any aspects of the Proof of Enrollment information provided to us is inaccurate or fraudulent, wave.ac reserves the right to revoke use of our services and contact any institutions or organizations to inform them of this fraud.
3. Your Rights on wave.ac
The wave.ac Service and the Content of wave.ac, excluding user-generated content uploaded by users of the Service, are the property of Orion Computing LLC and/or its licensors. We grant you a limited, non-exclusive, revocable license to make use of the wave.ac Service. You agree that you will not redistribute or transfer the use of the Service or the Content of the Service.
Our software and Content are licensed, not sold, to you. wave.ac and its licensors retain total ownership of all copies of the wave.ac Service and the relevant software, even after installation on your personal devices. By streaming or viewing any User Content, you are granted a temporary license to consume the content through the tools provided by the Service only, but not to download, store, or otherwise utilise this content outside of the Service, unless such licenses are provided independently by the copyright owner of the Content or another entity with the ability to grant these licenses.
Any wave.ac-related trademarks, service marks, logos, domain names, and other features of our brand (“Branding”) are the sole property of wave.ac and its licensors. The Agreements do not grant you the right to make use of our Branding material for commercial or non-commercial use.
By your agreement of the Terms and Conditions, you agree to not utilize any aspect of the Service which is not expressly permissioned in these terms. With the exception of the rights granted to you through our Agreements herein, you receive no right, title, or interest in the Service or Content.
4. Third Party Applications
wave.ac makes use of some third party applications, websites, and tools (“Third Parties”) to integrate our content, products, and services for users like yourself. These Third Parties might have their own set of terms and conditions, privacy policies, and agreements, and your use of these Third Parties will be subject to such agreements. You understand and agree that wave.ac does not endorse, nor is liable for the behavior, features, or content of any Third Parties. Furthermore, we hold no responsibility over any agreements, transactions, or information you provide or enter into with the Third Parties on our service.
5. User-Generated Content
Users of our Service may upload, publish, and/or contribute (“post”) content to our Service. This content might include pictures, text, private messages/DMs, information, playlists, audio & music, and other forms of multimedia. These things will be referred to as (“User Content”).
With respect to any User Content you choose to post on wave.ac, you promise that you (1) have the right to post said User Content; (2) the User Content does not violate our Agreements; (3) the User Content does not violate any applicable laws; and (4) the User Content does not violate the Intellectual Property or rights of others.
5.1. Liability for Content
wave.ac may, but has no obligation to, monitor, review, and/or edit User Content. In all cases, wave.ac reserves the right to disable or restrict the access to any User Content for any reason. We also reserve the right to take these actions without prior notification to you, any associated accounts, or any third party. However, this said, we do not promise to remove or disable access to any specific User Content. Restricting or disabling access to User Content will be done at our sole discretion.
You are solely responsible for all User Content that you post. This means you are also responsible for your account. If your account is used to post User Content which is against our Terms and Conditions, you will still be held to these aforementioned terms. That said, we reserve an unalienable right to restrict or disable access to any user’s account if they engage in any action on our Service which violates our Terms or Agreements.
In the case that anyone brings a claim against wave.ac related to User Content that you (or an individual who had access to your account) post, then, to the extent permissible under local law, you will indemnify and hold wave.ac harmless from and against all damages, losses, and expenses of any kind. This includes reasonable attorney fees and costs arising out of such a claim.
We cannot stress enough that you are solely responsible for your User Content and any consequences which arise as a result of your actions on wave.ac. We are not responsible for User Content, and we do not endorse the opinion or material in any post or User Content on our site.
6. Rights You Grant Us
With attention paid to the rights which we grant you under the Agreements, you grant us the right to (1) make use of your processor, bandwidth, storage hardware, and other applicable resources on your Device in order to facilitate the operation of the wave.ac Service for the sole purpose of running code necessary for the operation of the functionality of the Service on your device; and (2) to provide applicable information to you.
You might decide to provide feedback, ideas, or suggestions to wave.ac (“Feedback”). This Feedback will be categorically organized as a form of User Content, and therefore, you authorize us to utilize that Feedback without restriction or compensation to you.
By uploading content to the Service, you grant us, non-exlusively, the rights necessary to host and distribute your content in cooperation with our partners within the context of the Service and our site, applications, and external embeds. You do not grant us the rights to sell your content, license it for profit, or otherwise to directly utilize your intellectual property for financial gain. All licenses granted to us are revoked upon deletion of the relevant content or the associated user account.
Specifically, to provide the rights detailed above, you grant wave.ac a non-exclusive, transferable, sub-licensable, royalty-free, fully paid, worldwide license to use, reproduce, make available to the public (e.g. perform or display), publish, translate, and distribute any of your User Content in connection with the Service, whether alone or in combination with other content or materials, through the means provided by the Service. You grant us this right for the term of these Agreements, or until termination as detailed above.
Aside from all rights you grant to us herein, you retain the ownership of all rights, including intellectual property rights, in your User Content.
7. User Guidelines
To make wave.ac an accessible and safe service, we have certain expectations pertaining to the use of our service. These expectations are outlined categorically for your consideration:
7.1. Handling of Account, Content, and Data
To make wave.ac an accessible and safe service, we have certain expectations for our users. Some are more common sense than others, but all are equally important.
The first of these expectations is to keep your account and data safe. You mustn’t provide your password to any other person or individual, or use any other person’s username or password for that matter. We will not be held responsible for actions made on your account, even if you allege that they were done by another individual. For this matter, your account and sign in IS an extension of you, and you will bare the consequences for any action committed on that account—including if any charges or claims are brought to us against you (see: 5.1 Liability for Content).
The second of these core expectations is that you keep your material appropriate and free from malicious material. We will not tolerate offensive, abusive, pornographic, threatening, or obscene User Content. This includes comments, audio files, usernames, profile photos, banners, and any aspect of the site which includes the option to add or modify User Content. In the same regard, we will not allow you to upload or share any malicious content like malware, Trojan horses, viruses, or other files which could hurt the integrity of the service or damage other users. Furthermore, content which is intended to promote or commit an illegal act of any kind, or intended to damage or bully another individual or group of people, is not acceptable. These damages extend in regards to intellectual property and copyrights (see: 7.4 Intellectual Property).
Finally, we expect that your engagements on the site do not conflict with our Agreements. You mustn’t sell user accounts, playlists, or accept compensation to influence the name of an account, playlist, or any content.
7.2. Spam or Automated Activities
wave.ac considers the use of automated activity and botting plays, follows, messages, likes, or other activities and forms of User Content on our site to be a terminable offense. This is an unacceptable practice and have no tolerance for it. Should we find that your account, or multiple accounts you own, are engaging in automated, spam, or deceptive activity, we reserve the right to completely delete your account--and any associated accounts, as permissible by law. We will not refund any balances or associated finances with involved accounts.
Because of the Children’s Online Privacy Protection Act of 1998, we require all of our users to be at least 13 years old. If you are between the age of 13 and 17, these Terms and our applicable Agreements must be agreed to by your parents or guardian in order for you to make use of the service. Do observe that if you are between the age of 13 and 17 and sign up for our service, we will take this to mean that you have received the necessary and proper permissions from your parent or guardian.
7.4. Intellectual Property
wave.ac considers the intellectual property of creators to be of utmost importance. For this reason, we expect that all users take intellectual property—and specifically copyright—seriously. We expect that all creators have the right or necessary permissions to upload, share, and distribute their content on wave.ac. This expectation of permissions or rights to upload or share content extends upon audio posts, comments, images, trademarks, and all aspects of User Content. Infringing on the intellectual property rights (or copyrights) of creators—whether they’re users of our platform or not—is not just wrong, but illegal.
Since we hold the intellectual property of other creators in high esteem, we expect them to do the same in regards to the intellectual property of wave.ac. You mustn’t infringe on the intellectual property rights (or copyrights) of wave.ac or any of its users; remove copyright, trademark, or notices of intellectual property on our Service; or make use of our Branding to disguise or mislead individuals on the ownership or source of content. Furthermore, we expect that you will not circumvent any technology which protects wave.ac’s Content or Service, or circumvent, reverse-engineer, decompile, disassemble, modify, or create derivative works based on the wave.ac Service, our Content, or any part thereof unless permitted by applicable laws. Finally, we expect that you respect our rights by not selling, renting, or sublicensing any part of our Service or Content.
We take Intellectual Property extremely seriously, and we expect that you will too. If you engage in behaviors which violate our expectations for intellectual property, we might delete your account or disable your ability to upload and interact with content—permanently, and without warning. You acknowledge and agree that posting any User Content may result in termination or suspension of your account. You also agree that we may reclaim your username for any reason. For this reason, we hope you are cognizant and considerate of what you post.
7.4.1. Reporting Copyright Infringement
Per our policy of taking Intellectual Property seriously, it should be no surprise that we are fully compliant with the Digital Millennium Copyright Act of 1998. As noted, wave.ac is a hosting service and our users are solely liable for the material they post to our site. That said, if you allege that your copyright or intellectual property rights have been violated by any User Content, you can file a DMCA takedown request here.
7.4.2. Three Strike System
Users who are acquainted with the strike system on other content sites might be familiar with the idea of “three strike” systems. wave.ac utilizes a three strike system for DMCA takedown requests, but we execute the strikes differently than other sites.
On wave.ac, should we receive a DMCA takedown that alleges you have infringed on a user’s content, we will inform you of the takedown and pull your content. We will give you, the user, a 48 hour period in which you can respond and dispute the takedown. If you choose during that time to dispute the DMCA takedown, we will restore the content and you will not receive a strike. If you choose during that time not to dispute the DMCA takedown, or have accepted that you did infringe on someone else’s contract, you will receive a strike.
As the title assumes, you can only receive three strikes. A strike expires 6 months after the filing. If you reach your third strike, your account might be disabled or closed.
If you create additional accounts on wave.ac and continue getting strikes, you will be categorized as a “Repeat Infringer” and might have your email or IP banned rather than individual accounts. While we don’t assume this will happen for most users, because most users will never receive a DMCA takedown, we do understand that repeat infringers are out there. For that reason, we’re making it abundantly clear that we have policy in place to prevent consistent infringers from having a platform to continue infringing.
8. Brand, Label, and Company Accounts
We understand that some users of wave.ac will make accounts on behalf of their Brand, Label, or Company (these accounts are collectively referred to as “Brand Accounts”). This is fine, and acceptable, but should you choose to make a Brand Account, the terms “you” and “your”, as used throughout our Agreements, apply to both you, other users of the account, and the Brand, as applicable.
Opening a Brand Account means that you are authorized to grant all permissions and licenses necessary to be compliant and binding with the terms in these Agreements.
8.1. Communication with Users
Brands should only follow Brands or individuals they have independently endorsed, and users who first follow the Brand. Brands may only send messages to users who first send them messages, except in cases relating to our Industry Community--where a user has indicated interest in being contacted by Brands. Furthermore, Brands should not imply an endorsement or relationship between other Brands, any artists, or any other party unless the Brand has obtained those rights to imply said endorsement independently.
9. Customer Support
Should you require support with your account, payments, or any other aspect of our Service, you can submit a ticket to wave.ac for Support. We will try our best to respond to all inquiries and tickets in a reasonable manner, but we cannot guarantee that inquiries will be responded to in any particular time frame and/or those answers will be satisfactory to the inquirer.
10. Term and Termination
These Agreements will apply to you until terminated by either you or wave.ac. However, you acknowledge that the license granted to us by you in relation to User Content is irrevocable and will continue after expiry or termination of any of these Agreements for any reason.
wave.ac may choose to suspend the Agreements, or your access to the Service, at any time. If we suspend access to the Service, you agree that wave.ac shall have no liability or responsibility to you. Furthermore, we will not refund any amounts or balances already paid to us, as allowed by permissible law. This section will be enforced to the extent permissible by applicable law.
You may choose to terminate your Agreements at any time by contacting us and closing your account. However, even after termination of the Agreements, Section 3, 4, 5, 6, 7, 11, 12, 13, and 14 must remain in effect and shall, even if you choose to terminate the Agreements..
WHILE WE THOROUGHLY INTEND TO PROVIDE A HIGH-QUALITY SERVICE FOR OUR CUSTOMERS AND USERS, WE CANNOT PROMISE THAT OUR SERVICE WILL NOT EXPERIENCE DOWNTIME OR OTHER TECHNICAL TRIBULATIONS. WITH THIS ACKNOWLEDGED, YOUR USE OF THE WAVE.AC SERVICE AND ECOSYSTEM IS PROVIDED “AS IS” AND “AS AVAILABLE” ON OUR WEBSITE, APPS, AND ALL APPLICABLE MEDIUMS. IF ANY BUGS, DOWNTIME, TECHNICAL, OR SECURITY ISSUES ARE BROUGHT TO OUR ATTENTION, WE WILL TRY TO THE BEST OF OUR ABILITY TO RESOLVE ALL DEFECTS RELATING TO OUR SERVICE AND ITS APPLICABLE PARTS. HOWEVER, WE CANNOT PROMISE THEIR TOTAL RESOLUTION. IN ADDITION, WE WILL NOT REPRESENT OR GUARANTEE THAT ACCESS TO OUR WEBSITE, APPS, AND/OR ANY OTHER PART(S) OF OUR SERVICE WILL BE TIMELY, SECURE, OR FUNCTIONAL. AS AN EXTENSION OF THIS, WE CANNOT REPRESENT, PROMISE, OR GUARANTEE THAT ANY ASPECT OF OUR SERVICE WILL BE PERSISTENTLY EFFECTIVE IN ANY AND ALL CASES.
WE SPECIFICALLY DISCLAIM ALL FOREGOING WARRANTIES AND OTHER WARRANTIES NOT EXPRESSLY SET OUT IN THESE AGREEMENTS TO THE FULLEST EXTENT PERMITTED BY LAW. THIS DISCLAIMER OF FOREGOING WARRANTIES INCLUDES ANY EXPRESSED OR IMPLIED LIMITATIONS DEALING WITH OUR COMPANY OR SERVICE’S MERCHANTABILITY, FITNESS FOR USAGE, NON-INFRINGEMENT, OR SPECIFIC ASPECTS OF OUR SITE. FURTHERMORE, YOU AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY PROBLEMS OR DISSATISFACTION THAT SHOULD ARISE THROUGH USE OF WAVE.AC’S SERVICE OR ECOSYSTEM IS TO UNINSTALL OUR SOFTWARE AND TO STOP USE OF OUR SERVICE.
IN ANY JURISDICTION WHERE LAWS LIMIT OR PROHIBIT THE DISCLAIMER OF WARRANTIES AS AFOREMENTIONED, OUR DISCLAIMERS SHALL NOT APPLY TO THE EXTENT THAT THE LAW OF SUCH JURISDICTION APPLIES TO THIS AGREEMENT.
To the fullest extent permitted by applicable law, you agree to indemnify and hold wave.ac harmless from and against all damages, losses, and expenses of any kind (including reasonable attorney fees and costs) that should arise from: (1) your breach of this Agreement; (2) any User Content; (3) any activity or actions you engage in on the Service; and (4) your violation of law or rights using our platform or any of its third parties.
13. Choice of Law
We understand that lots of users from around the world use our service. However, in applying our Agreement, we cannot make this process simple if it means binding our Agreement to a different jurisdiction’s law based on the user’s geographical location. Therefore, you agree that this Agreement is subject solely to and shall be interpreted in accordance with the laws applicable in the State of Virginia, USA, without regard to its conflicts of law provisions. Furthermore, you and wave.ac agree to the jurisdiction of the City of Norfolk, Virginia to resolve any dispute, claim, or controversy which arises from the Agreements.
14. Dispute Resolution
In resolving any and all disputes, we ask users to engage us directly about any controversy, allegation, or claim which arises out of or relates to the Site, the Service, User Content, these terms, or any of the Agreements (collectively, a “Dispute”). We also ask users to engage us about any controversy, allegation, or claim which arises out of wave.ac’s actual or alleged intellectual property rights (an “Excluded Dispute”). We ask the user to contact us, involving a detailed description of the Dispute or Excluded Dispute, and your desired resolution. Once we receive this, we will attempt to respond to you, based on the contact information which we have available to us. Should we attempt to make contact with you and find that our contact information is out of date, or that our attempts to make contact go unanswered, we will no longer engage in resolving this Dispute, and waive any liability from the Dispute.
Your claim should be sent to us at firstname.lastname@example.org with “[ATTN: LEGAL DEPT]” in the heading of the email. Alternatively, you can call and leave a message at (757) 453-3651, but you must provide all information aforementioned--including your full name, username (if applicable), and a form of contact other than your phone number.
14.1. Dispute Arbitration
If we cannot adequately resolve a Dispute, you and wave.ac agree that your dispute, claim, or controversy which arises will be determined by a mandatory binding individual (not class) arbitration. You and wave.ac further agree that the arbitrator may have the exclusive power to rule on his or her own jurisdiction, including any objection with respect to the validity of this Arbitration Agreement. Arbitration is not like a typical lawsuit and THERE IS NO JUDGE OR JURY IN ARBITRATION. There may be limitations on discovery in the arbitration process. The arbitrator must follow this agreement, and can award the same damages and relief as a court (including reasonable attorney fees), except that the arbitrator may not award any relief--declaratory, injunctive, or otherwise—benefiting anyone but the parties involved in the arbitration.
Independent this form of arbitration, you agree that nothing in this agreement will be deemed to waive, preclude, or otherwise limit either party’s rights to (1) bring an individual action in a U.S. small claims court; or (2) bring an individual action seeking only temporary or preliminary individualized injunctive relief, pending on a final ruling from the arbitrator. Furthermore, you and wave.ac reserve the right to bring issues to the attention of local, federal, or state agencies.
14.2. Arbitration Rules
Either wave.ac or you may start proceedings. Any arbitration between you and wave.ac will take place under the Consumer Arbitration Rules of the American Arbitration Association (“AAA”) then in force the “AAA Rules”), as modified by this Arbitrartion Agreement. You and wave.ac acknowledge that the Federal Arbitration Act applies and governs the enforcement of this provision. Information on how to file an arbitration proceeding with the AAA, and access to AAA Rules, can be found online at adr.org. Alternatively, you may call the AAA at 1-800-778-7879.
14.3. Class Action Waiver
YOU AND WAVE.AC AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION. Unless agreed upon by you and wave.ac, no arbitrator may consolidate the claims of multiple individuals or preside over a representative or class proceeding. All injunctive awards may only be awarded to an individual party.
14.4 Injunctive Relief Waiver & Force Majeure
IF YOU CLAIM YOU HAVE INCURRED ANY LOSS, DAMAGES, OR INJURIES IN CONNECTION WITH THE USE OF WAVE.AC, THE SERVICE, ECOSYSTEM, OR ANY OF ITS APPLICABLE TOOLS OR RESOURCES, THEN YOUR CLAIM WILL DISQUALIFY YOU FROM SEEKING OR OBTAINING ANY COURT OR ARBITRATIVE ACTION WHICH MIGHT INTERFERE WITH OR PREVENT THE DEVELOPMENT OR EXPLOITATION OF ANY SITE, APPLICATION, MEDIUM, CONTENT, USER CONTENT, OR INTELLECTUAL PROPERTY OWNED, UTILIZED, OR CONTROLLED BY ORION COMPUTING LLC. FURTHERMORE, YOU AGREE THAT WE ARE NOT RESPONSIBLE TO YOU FOR ANYTHING WE MAY OTHERWISE BE RESPONSIBLE FOR, IF IT IS THE RESULT OF EVENTS BEYOND OUR CONTROL. In other words, don’t blame us for things that have nothing to do with wave.ac, and even if you believe you’ve suffered material loss in connection with the use of wave.ac, you will not hold us responsible.