1. Introduction

Srround (“we”, “us”, “our”, “platform”) welcomes you and is excited to know that you have decided to access and use our services, which are made available to you through our web based platforms, which is accessible through a variety of connected devices. The website srround.com (the site) is owned by Sound Ecosystem Technologies Private Limited (“The Company”).

Srround is a virtual platform to enable performing artistes and professionals from the Sound and Music industry to Collaborate and Connect with each other. You and any other individuals using the Platform may also each be referred to individually as a “User.” Entities such as Bands, Institutions, Studios registered on the platform, shall also be referred to as a “User”.

We provide you access to the Platform subject to the following Terms of Service, which may be updated by us from time to time without notice to you. By accessing the Platform, you acknowledge that you have read, understood, and agree to be legally bound by these Terms of Service, which includes our Data Policy and our Privacy Policy, (Collectively, This “Agreement”). The Company reserves the exclusive right to modify, discontinue or terminate any service, any feature or site at any given point, or change, add or delete portions of these terms of service without notice. It is your responsibility to check the site periodically for changes.

If you do not agree to any of these terms, then please do not use the Platform.

2. Elements and Features

Our mission is to build a safe and secure professional virtual community for the sound and music industry whereby connecting, sharing and collaborating for work becomes seamless for users. The following elements enable us to fructify this mission:

• Provide a professional online identity: The platform enables you to create unique profiles wherein you can showcase your work and describe your skills and interests. We use the data you provide with respect to skill categories and fields you select, the areas of interest that you portray, connections your make, and what you share on the platform, to personalise your experience and provide relevant content to you.
• Enabling Connections and Collaborations: We use the data that we have to provide you with suggestions to connect with relevant connections. We do not display user personal data such as email id and phone number anywhere on the platform. Once connected, we provide you with an opportunity to “Collaborate” with Connections. Throughout the process of a Collaboration, no personal information of the user such as Phone Number or Email Ids is collected or displayed on the platform. Work on the collaboration may take place offline or outside of the platform's purview, we are not responsible for personal information and data sharing that might take place outside of our platform.
• To communicate with the world: Srround allows you to express yourself and share content such posts, photos, activity, events, links to your videos and audios, in order to build an engaging audience from across the globe. We analyse the data transmitted during these exchanges to ensure that the content is in adherence to our terms of service and does not misuse any user personal data. While the platform allows users from across the globe to register, we encourage you to ensure that registration on Srround complies with the local governing law where you reside.

3. Data Privacy

The Data that we collect:

We may collect certain tracking and usage data generated or provided by users who visit or interact with your profile on the Site, or by users of products or other materials distributed in connection with your use of certain Services, including, but not limited to, personally identifiable information (“Usage Data”). We may provide all or part of the Usage Data to you. You agree to comply with all applicable laws with regard to your use of Usage Data. You will not transfer or disclose any Usage Data to any third party. We are not responsible for the accuracy of Usage Data, and we disclaim any and all liability relating thereto. If you are from a region that does not permit the data collection methods and policies of Srround, you may choose to opt out of registering on the platform.

In order to make your experience more personalised, the data you provide us is in the form of,

• Registration data
• Profile based data such as your skills, interests, work uploaded in “MyWorks”, Collaborations that you complete under “My Collaborations”
• Data from Posts
• Calendar data from your “Scheduler”
• Service log data when you browse our platform
• Cookie data based on cookies and ad tags that we use in our communications on the platform as well as through email service
• Your device and location data
• Collaboration data when you click on the “Collaborate” button and begin a new collaboration

How we use your data:

Your data is in your control and you may alter the access to the same in the Settings tab at any given point. However, we use your data to provide the right set of connections, accurate and relevant information based on your skills and interests, connect relevant opportunities to you, to communicate with you and help you communicate with users effectively, to display relevant advertisements from potential advertisers on Srround, to help you promote yourself through the platform, to monitor content and adherence to the Terms of Service, and to comply with legal requirements and security reasons.

Data Control and Rights:

You are the owner of your data and Srround gives you control over deleting your data or account, changing parts of your data on the platform or restricting access to certain data points, through the settings tab.

4. Rights and Obligations

Service Eligibility:

The platform is intended for use by persons 18 years of age or older. Children under the age 18 may use the Site and Services only with the verifiable consent of a parent or legal guardian who has agreed to be bound by these Terms of Service.

Account Security:

• You agree to: (1) try to choose a strong and secure password; (2) keep your password secure and confidential; (3) not transfer any part of your account (e.g., connections) and (4) follow the law and our list of Dos and Don'ts. You are responsible for anything that happens through your account unless you close it or report misuse.
• You alone are responsible for maintaining the security of your Registration Information and for all uses of the Site and Services in the name of your account. Upon registration, you will have a “Settings” tab on the Site where you can manage your use of the Site and Services.
• You represent and warrant that all Registration Information will be true, accurate, complete, and current and that you will promptly update your Registration Information as necessary such that it is, at all times, true, accurate, complete, and current. We may use all Registration Information in accordance with our Privacy Policy.

Third-Party Access:

You are responsible for deciding if you want to access or use third- party apps or sites that link from our Services. If you allow a third- party app or site to authenticate you to sign-up or log-in to Srround, that app or site can access information on Srround related to you and your connections. Third-party apps and sites have their own legal terms and privacy policies, and you may be giving others permission to use your information in ways we would not. Except to the limited extent it may be required by applicable law, Srround is not responsible for these other sites and apps – use these at your own risk.

Content Submitted by you :

Srround generally does not review content provided by our Users or others. We trust our users to exercise responsibility in maintaining the fairness and sanctity of the platform. You agree that we are not responsible for others' (including other Users') content or information. We cannot always prevent this misuse of our Services, and you agree that we are not responsible for any such misuse.

1. User Content

• You are solely responsible for all materials and content that are submitted by you or through your account for posting, publication, display, distribution, performance, or other use on the Site or in connection with any Service, including without limitation, music, sound recordings, musical works, compositions, videos, photographs, pictures, graphics, names, likenesses, images, copyrights, trademarks, service marks, logos, biographical information, chat, messages, files, code, data, metadata, text, software, links, your Registration Information, content from your Third- Party Account, and any other information or materials (“User Content”).
• We are not responsible for any User Content that may be lost or unrecoverable through your use of the Site or Services, and you are encouraged to archive your User Content regularly and frequently.
• We reserve the right to refuse to accept and/or cause the removal of any User Content for any reason and at our sole discretion and without notice to you.
• As between you and us, and subject to our rights in these Terms of Service, you shall retain all rights in the User Content and nothing in these Terms of Service shall constitute a transfer to us of ownership of any User Content.
• You hereby acknowledge and agree that we may, at our sole discretion, disclose User Content in order to: (A) comply with law enforcement, court orders, or the legal process; (B) protect the rights and safety of individuals; or (C) settle disputes over intellectual property ownership. You understand and agree that in connection with the rights granted herein, we have the right, but no obligation, to remove, monitor, market, promote, advertise, or otherwise use your User Content

2. Licenses to User Content.

• By submitting User Content to the Site or in connection with any Service, you automatically grant to us a non- exclusive, transferable, royalty free, license throughout the universe, and in any manner and media now known or hereafter developed, to prepare, review, copy, reproduce, convert, host, distribute, transmit, stream, publicly perform, display, modify, adapt, excerpt (in whole or in part), publish, promote, advertise, market, create derivative works from, and otherwise use all or any portion of the User Content, and to grant and authorise sub-licenses of the foregoing, in connection with the Site and Services and the functionality thereof; provided, however, we will not sell or otherwise commercially distribute for a fee User Content except in connection with your express use of a Service or program offered by us that provides such functionality. Except as may be specifically provided in connection with any particular Service, we have no obligation to pay you or anyone else any amounts, including record or publishing royalties, performance fees, license fees, or union, guild, or collective bargaining fees, for the distribution, public performance, or other uses of your User Content as authorised in these Terms of Service

• The foregoing grant of rights includes, without limitation, our right to (but not obligation to):

  1. use User Content, including names, pictures, likenesses, images, voices, performances, biographical materials, and web links to websites that you control, in each case in connection with marketing, advertising, or promoting User Content, you, the Site, the Services, or us;
  2. submit or transmit User Content to third parties in connection with any applicable Services or program offered by us which you elect to use, in any format (e.g., MP3, streaming, or otherwise) in accordance with the functionality of such Service or program;
  3. submit or transmit User Content for review, at our election and without notice, provision of feedback, or cost to you;
  4. display any and all lyrics associated with a musical composition embodied in User Content in connection with the Site or Services or program offered by us;
  5. edit or modify User Content in our sole discretion in connection with the Site, Services, or program offered by us and without any approval rights by you; and
  6. publicly perform and transmit your sound recordings and musical compositions in connection with the Site, Services, or a program offered by us, including, but not limited to, by interactive and non-interactive streaming on the Site or via a Service. If you have affiliated with a performance rights organisation (“PRO”) with respect to your public performance rights, then you may be prohibited from granting the same rights to us, or a grant of public performance rights to us may prevent a PRO from collecting royalties on your behalf. In certain situations a PRO may require that you provide the PRO with notice if you are granting public performance rights to another party. If you have an agreement with a PRO that includes such a provision, you are solely responsible for providing such notice to the PRO. You understand that no fees or payment of any kind whatsoever shall be due to any PRO or music publisher for use of your User Content as authorised in these Terms of Service.
• To the extent you link to or embed your YouTube videos and SoundCloud Audios to your “MyWorks” section in the profile, your profile will utilize the API Services of these external websites and you agree to be bound by the terms and conditions of these websites as applicable.

3. Additional Agreements.

• Without limitation of the rights granted herein, we and you may enter into additional agreements to confirm the rights granted herein, expand scope of rights granted to us, or otherwise with respect to the User Content, and to the extent such other agreements conflict with these Terms of Service, the terms of such other agreements shall control.

4. Representations and Warranties.

By submitting User Content to the Site or in connection with any Service, you acknowledge, represent, and warrant that:

• you own or control all necessary rights in and to the User Content, and you have the full right and authority to grant the rights, licenses, and permissions in these Terms of Service.
• the exercise of the rights granted by you herein shall not violate any laws or otherwise infringe upon the rights of any person or entity, including copyright, trademark, privacy, publicity, or other personal or proprietary rights, or contain libellous, defamatory or otherwise unlawful materials;
• the exercise of the rights granted by you herein shall be without any obligation to make any payment of any nature to you (except as expressly provided in connection with any Service) or any other person or entity;
• to the extent that you receive payments from us in connection with any Service, you acknowledge and agree that any such payments to you are inclusive of all payments otherwise due to any person or entity; and
• to the extent you do not own any underlying musical compositions, sound recordings, samples, publicity rights, or other materials or content in your User Content, it is your obligation to secure all appropriate permissions, clearances, licenses, or other authorisations and agreements, and, as applicable, to pay directly all third-party fees and royalties as may be required, including, but not limited to, with respect to artistes, band members, authors, co-authors, copyright owners and co-owners, publishers, producers, or any other person who performed in the making of your User Content, and in connection with mechanical royalties, digital phonograph delivery royalties, public performance royalties, payments that may be required under any collective bargaining agreements or statutory schemes, or any other royalties, fees, and/or sums payable with respect to your User Content, and at our request you shall provide us with confirmation of such authorisations and payments.

5. Community Guidelines

Srround is a community of professionals of the Music and Sound Industry. As a responsible user and contributor to Srround;

You agree that you will:

• Comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, anti-spam laws, export control laws, tax laws, and regulatory requirements;
• Provide accurate information to us and keep it updated;
• Use your real name on your profile; and
• Use the Services in a professional manner.

AND
You agree that you will not:

• Create a false identity on Srround, misrepresent your identity, create a User profile for anyone other than yourself (a real person), or use or attempt to use another's account;
• Develop, support or use software, devices, scripts, robots, or any other means or processes (including crawlers, browser plugins and add-ons, or any other technology) to scrape the Services or otherwise copy profiles and other data from the Services;
• Override any security feature or bypass or circumvent any access controls or use limits of the Service (such as caps on keyword searches or profile views);
• Copy, use, disclose or distribute any information obtained from the Services, whether directly or through third parties (such as search engines), without the consent of Srround;
• Disclose information that you do not have the consent to disclose (such as confidential information of others (including your employer));
• Violate the intellectual property rights of others, including copyrights, patents, trademarks, trade secrets, or other proprietary rights. For example, do not copy or distribute (except through the available sharing functionality) the posts or other content of others without their permission, which they may give by posting under a Creative Commons license;
• Violate the intellectual property or other rights of Srround, including, without limitation, (i) copying or distributing our learning videos or other materials or (ii) copying or distributing our technology, unless it is released under open source licenses; (iii) using the word “Srround” or our logos in any business name, email, or URL except as expressly permitted in writing.
• Post anything that contains software viruses, worms, or any other harmful code;
• Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for the Services or any related technology that is not open source;
• Imply or state that you are affiliated with or endorsed by Srround without our express consent
• Rent, lease, loan, trade, sell/re-sell or otherwise monetise the Services or related data or access to the same, without Srround's consent;
• Deep-link to our Services for any purpose other than to promote your profile or a Group on our Services, without Srround's consent;
• Use bots or other automated methods to access the Services, add or download contacts, send or redirect messages;
• Monitor the Services' availability, performance or functionality for any competitive purpose;
• Engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of the Services;
• Overlay or otherwise modify the Services or their appearance (such as by inserting elements into the Services or removing, covering, or obscuring an advertisement included on the Services);
• Interfere with the operation of, or place an unreasonable load on, the Services (e.g., spam, denial of service attack, viruses, gaming algorithms).

6. Intellectual Property Rights

Srround reserves all of its intellectual property rights in the Services. Using the Services does not give you any ownership in our Services or the content or information made available through our Services. Trademarks and logos used in connection with the Services are the trademarks of their respective owners. Srround and the “O” logos, other trademarks, service marks, graphics, icons, buttons used for our Services constitute a part of Srround's Intellectual property.

7. Indemnification

You agree to fully indemnify and hold us and our subsidiaries, affiliates, directors, officers, agents, contractors, partners, affiliates, employees, contractors, co-branders, advertisers, and other partners (collectively, the “Related Parties”) harmless, and upon our request, defend us and/or the Related Parties, from and against any and all losses, liabilities, damages, claims, costs, expenses, or demands (including reasonable attorneys' fees and costs), due to or arising out of (i) your use of the Site or Services; (ii) your violation or breach of any representation, warranties or other terms in these Terms of Service; (iii) your violation of any rights of any third party; and (iv) any dispute between you and any other user of the Site or Services. Without limitation, you agree to reimburse us and our Related Parties on demand for any payments made in resolution of any liability or claim that is subject to indemnification under this Section. We shall promptly notify you of any such claim, and you may assume control of the defence of such claim with counsel subject to our reasonable approval, provided that you obtain and post an appropriate bond for our benefit, and we shall have the right in all events to participate in the defence thereof. If a claim is made we will have the right to withhold payment of any monies due you in an amount reasonably related to the claim and potential expenses. Your sole remedy as a result of any breach or alleged breach by us of these Terms of Service or other applicable terms and conditions or agreements is limited to your ability to discontinue use of the Site and your ability to terminate your participation in any Services in accordance with the terms thereof.

8. Limited Liability

We work hard to provide the best Products we can and to specify clear guidelines for everyone who uses them. Our Products, however, are provided "as is", and we make no guarantees that they will always be safe, secure or error-free, or that they will function without disruptions, delays or imperfections.

To the extent permitted by law, we

(A) Disclaim All Warranties, Whether Express or Implied, Including The Implied Warranties of Merchantability, Fitness for a Particular Purpose, Title and Non-Infringement.

(B) We do not control or direct what people and others do or say, and we are not responsible for their actions or conduct (whether online or offline) or any content that they share (including offensive, inappropriate, obscene, unlawful and other objectionable content).

(C) We cannot predict when issues may arise with our Products. Accordingly, our liability shall be limited to the fullest extent permitted by applicable law, and under no circumstances will we be liable to you for any lost profits, revenues, information or data, or consequential, special, indirect, exemplary, punitive or incidental damages arising out of or related to these Terms or Srround Products, even if we have been advised of the possibility of such damages.

9. Termination

Both you and Srround may terminate this Contract at any time with notice to the other. On termination, you lose the right to access or use the Services. The following shall survive termination:

(a) You may terminate your use of the Site at any time. You may terminate these Terms of Service with respect to any Service provided you have paid all applicable Service Fees by effecting a termination from your Settings Tab.

(b) We may cancel your user registration and terminate your use of the Site or Services at any time with or without cause, in our sole discretion, and with or without notice, including for your failure to make any payment when due or your breach of your representations, warranties, and covenants in these Terms of Service; provided, however, that we have no obligation to monitor your use of the Site or Services.

(c) We may delete any of your User Content, information, or other data from the Site or Services at any time, and we have no obligation to maintain copies of any deleted information.

(d) Any provisions of these Terms of Service that by their nature should continue after termination of your use of the Site or any Services will continue to apply even after the expiration or termination of these Terms of Service or your use of the Site or any Services.

10. Governing Law

We try to provide clear rules so that we can limit or hopefully avoid disputes between you and us. If a dispute does arise, however, it's useful to know up front where it can be resolved and what laws will apply. As a user of Srround, you agree that any claim must be resolved in the Courts of India in Mumbai. You also agree that you submit to the personal jurisdiction of these courts for the purpose of litigating any such claim, and that the laws of the country of India will govern these Terms and any claim, without regard to conflict of law provisions.