Terms & Conditions
Effective 31 December 2018
Welcome to Hookist! Here’s a rundown on the basics before we get into the required, but very un-lyrical legal stuff. By using our website and participating in our community, you are agreeing to everything in this legally-binding agreement between us and you.
At Hookist, we’re building a vibrant creative community filled with passionate fans, dedicated artists and serious music lovers. You are welcome to peruse all of the features at Hookist at will, but you must be a member of the community to submit lyrics, comment, vote or build a profile page. In order to submit lyrics, you must use credits, and you get 3 free credits just for signing up!
We want your best work. Credits cost just 49 cents, so they definitely won’t break the bank, but we hope it’s just enough to encourage you to dig deep and actually CRAFT a lyric. Please don’t submit just any ole thang. We think you’ll agree that music (and life) is far more meaningful when you put a little effort into it!
Buy as many credits as you like, but remember, ALL SALES OF CREDITS ARE FINAL, and unfortunately credits have no actual cash value and your purchase price cannot be refunded later. Credits can, however, be used to purchase any items or services Hookist offers or will eventually offer.
We want YOUR best work. By submitting a lyric, you agree that you created it from your own mind and did not borrow it from someone else. Submitting someone else’s work or work you don’t own is a violation of copyright law and a punishable offense.
Introducing Hookist Publishing! If your lyric is NOT chosen to be a part of the song, of course, it is yours and you can use it however you like… but if your lyric IS chosen, have we got some good news for you!
Hookist gives you the unprecedented opportunity to collaborate with some of music’s best songwriters and gain insight into their particular creative processes. It is also the opportunity for you to get great exposure for your work, get kudos from top artists and industry leaders, and grow your own fan base.
And now, if your lyric is chosen to be a part of a song, you get paid if the song makes money! Your lyric is considered a work for hire and you get a percentage (see “Basic Terms” below for further details) of the revenue! You can wait until your royalties add up to $100 and we’ll cut you a check, or we can convert them to Hookist credits right away so you can keep submitting your lyrical miracles!
Please note that work for hire means that in order to get paid when your lyric is chosen for inclusion in the song, you agree to give us or the artist/songwriter any and all rights you might otherwise have in your contribution, and the rights for us to use it in the original song we are all writing together or in whatever way we choose. You also are not to record the final versions of the songs for which your contributed lyrics are chosen, or to use the chosen lyrical contribution in other songs or projects outside of Hookist.
This is a collaboration. You should also be aware that you’ll receive the same percentage of the revenue from the song regardless of the length of your lyric or how clutch you think it may be. It’s a collaboration, after all, and the goal is to submit 1 line or a couplet at a time, not a whole verse or a whole song, so if you write a really long lyric and it gets chosen to be a part of the song, you get the same percentage as you would if you had only written one line or a couplet – so let’s COLLABORATE :)).
Also, just so you know in advance, while you are participating in the royalty stream of the song and will receive recognition for your chosen lyric contribution on the Hookist platform, in Hookist lyric books and on Hookist social media, only the names of the artist(s) leading the collaboration and Hookist will be registered as owners of the copyright. We really tried to get your name on there, as well as get you paid, but doing so would make it nearly impossible to get artists with publishers to participate. And we figured you’d prefer the money!
Creating Hookist Publishing was a daunting and, some might say, INSANE, thing for a start-up to do, but we are artists, too, and it is really important to us that everyone’s work be respected, whether you have hit the big-time already or not, so we did the best we could do within the limits of the music business.
All of that said, every artist’s contract with their publisher is different, so there may be times that an artist can only lead a collaboration at Hookist if their publisher receives 100% of the copyright. If that occurs, Hookist will be unable to offer you a revenue share of the song. Because we love the art of songwriting and want to celebrate it at the highest levels with the most incredible artists, we reserve the right to change these Terms of Service to accommodate each artist’s needs, although we will be sure to inform you here prior to the start of the collaboration and clearly note what differs from our standard Terms of Service.
ARBITRATION NOTICE: EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE ARBITRATION SECTION BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND HOOKIST WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. YOU ALSO WAIVE ANY RIGHTS TO STATUTORY OR PUNITIVE DAMAGES OF ANY KIND AND AGREE THAT THE ONLY DAMAGES YOU ARE ENTITLED TO IN ANY MATTER RELATED TO HOOKIST IS THE TOTAL AMOUNT OF MONIES YOU PAY FOR CREDITS, IF ANY.
You must be at least 13 years old to use the Services.
You are solely responsible for your conduct, as well as any data, files, information, usernames, images, graphics, photos, profiles, audio and video clips, sounds, musical works, works of authorship, applications, links and other content or materials (collectively, “Content”) that you submit, post, display or transmit on or via the Services. By contributing Content to Hookist, you hereby assure us that you either own or have the rights to that Content.
If your lyric is chosen, you will participate in any revenue stream generated from use of the song together with all other Hook(ist) members whose lyrics were chosen by the artist for inclusion in the song (the “Member Contributors”). The Member Contributors will receive their pro rate share of the amount equal to ten percent (10%) of all monies and remuneration actually paid to Hook(ist) as a result of any use of the song. For example, if there are ten Member Contributors, and Hook(ist) receives $100.00 for its ownership percentage of the song (usually 50%), each of the Member Contributors will receive their pro rate share of 10 dollars (10% of $100.00), or 1 dollar each ($10 divided by 10 ). Again, remember that some participating artists/songwriters may need to retain all ownership and revenue from songs due to their contractual relationships with their various record labels and publishers, and we will notify you in advance if that is the situation.
*We realize this is not the standard co-write distribution among peers, and that is because this is not a standard co-write. Hookist gives you the unprecedented opportunity to collaborate with music’s most respected artists and truly legendary songwriters – artists and songwriters most of us normally would not have access to or the chance to write with EVER – and certainly not for $0.49. Hookist is also the opportunity for you to get kudos from top artists and industry leaders, get great exposure for your work, and grow your fan base. That said, Hookist is NOT a ridiculously cheap way for you to BUY equal billing with the best songwriters in the business, thus the non-standard distribution. Our goal is to give you the coolest creative experience you could possibly have on the internet with the artists who have written the soundtracks of our lives, and we hope you love it and find as much value in the experience as we do. And when you get a check, we hope you will be as thrilled as we will!
You may not post discriminatory, hateful, violent, sexually explicit, unlawful, or infringing Content via the Services.
You are responsible for any activity that occurs through your account.
You agree you will not sell, transfer, license or assign your account, followers, username, or any account rights. With the exception of people or businesses that Hookist has expressly authorized to create accounts on behalf of their employers or clients, Hookist prohibits the creation of, and you agree that you will not create, an account for anyone other than yourself.
You represent that all information you provide, or have provided, to Hookist upon registration and at all other times is and will be true, accurate, current and complete and you agree to update your information as necessary to maintain its truth and accuracy.
You agree that you will not solicit, collect or use the login credentials of other Hookist users.
You are responsible for keeping your password secret and secure.
Since we are a friendly, worldwide community, you agree that you will not defame, stalk, bully, abuse, harass, threaten, impersonate or intimidate people or entities, either directly or indirectly, and you must not post private or confidential information via the Services, including, without limitation, your or any other person’s credit card information, social security or alternate national identity numbers, non-public phone numbers or non-public email addresses. We reserve the right to decide if any Content you contribute is offensive to these standards, and you agree that we can withhold services from you for non-compliance and/or cancel your membership if necessary.
You may not use the Services for any illegal or unauthorized purpose. You agree to comply with all laws, rules and regulations (for example, federal, state, local and provincial) applicable to your use of the Services and your Content, including but not limited to, copyright laws.
You must not change, modify, adapt or alter the Services or change, modify or alter another website so as to falsely imply that it is associated with the Services or Hookist.
You must not attempt to restrict another user from using or enjoying the Services, and you must not encourage or facilitate violations of these Terms or any other Hookist terms.
Violation of these Terms, as determined by Hookist in its sole discretion, may result in termination of your Hookist account. You understand and agree that Hookist cannot and will not be responsible for the Content posted on the Services, and you use the Services at your own risk. If you violate the letter or spirit of these Terms, or otherwise create risk or possible legal exposure for Hookist, we can stop providing all or part of the Services to you.
We reserve the right to modify or terminate the Services or your access to the Services for any reason, without notice, at any time, and without liability to you. Although we will be very disappointed to see you leave, you can deactivate or delete your Hookist account by sending us an email at firstname.lastname@example.org and we’ll take care of it for you. If you are a citizen of the European Union, you may have additional rights under the General Data Protection Regulation (the “GDPR”). In that instance, if you request us to do so, we will delete the information concerning you as specified in the GDPR from our servers except for Lyric Submissions chosen to be part of the song by the artist, to which we do not believe the GDPR is applicable because your chosen Lyric Submission (unlike Lyric Submissions NOT chosen) is a work for hire and thus owned by the Artist leading the collaboration and Hookist. If we terminate your access to the Services or you request deactivation of your account, your Content will no longer be accessible or retrievable. All data required to be deleted by the GDPR will be deleted but the chosen Lyric Submissions will persist and appear within the public Hookist platform. Upon termination, all licenses and other rights granted to you in these Terms will immediately cease.
We reserve the right, in our sole discretion, to change these Terms (“Updated Terms”) from time to time. You agree that we may notify you of the Updated Terms by posting them on the Services, and that your use of the Services after the effective date of the Updated Terms (or engaging in such other conduct as we may reasonably specify) constitutes your agreement to the Updated Terms. Therefore, you should review these Terms and any Updated Terms before using the Services. The Updated Terms will be effective as of the time of posting, or such later date as may be specified in the Updated Terms, and will apply to your use of the Services from that point forward. These Terms will govern any disputes arising before the effective date of the Updated Terms.
We reserve the right to refuse access to the Services to anyone for any reason at any time.
We reserve the right to force forfeiture of any username for any reason.
We may, but have no obligation to, remove, edit, block, and/or monitor Content or accounts containing Content that we determine in our sole discretion violates these Terms.
You are solely responsible for your interaction with other users of the Services, whether online or offline. You agree that Hookist is not responsible or liable for the conduct of any user. Hookist reserves the right, but has no obligation, to monitor or become involved in disputes between you and other users. Exercise common sense and your best judgment when interacting with others, including when you submit or post Content or any personal or other information.
There may be links from the Services, or from communications you receive from the Services, to third-party web sites or features. There may also be links to third-party web sites or features in content submitted by other users within the Services. The Services also includes third-party content that we do not control, maintain or endorse.
You agree that you are responsible for all data charges you incur through use of the Services.
We prohibit crawling, scraping, caching or otherwise accessing any content on the Services via automated means, including but not limited to, user profiles and Content (except as may be the result of standard search engine protocols or technologies used by a search engine with Hookist’s express consent).
Users of the Services post specific Content in the form of one-line or multi-line lyric ideas (“Lyric Submission(s)”) that may or may not be chosen by the community of other Users or the guest artists to become part of a musical composition that the Hookist community is writing together as a collaboration (a “Hookist Song”).
We want to remind you that ideas, in and of themselves or contained in a Lyric Submission, are not entitled to copyright protection and do not constitute private information subject to application of any privacy laws, including without limitation the GDPR. If your Lyric Submission is chosen to be a part of a Hookist Song:
(i) the Lyric Submission may be used verbatim or as inspiration by the guest artist;
(ii) the Lyric Submission will become a work for hire and you will be paid a percentage of the revenue (see “Basic Terms” above for further details);
(iii) the Lyric Submission may be registered as a copyright by either the guest artist and/or Hookist;
(iv) the Lyric Submission may be included in a sound recording of the Hookist Song as a derivative work and that sound recording may be copyrighted by either the guest artist and/or Hookist; and
(v) the chosen Lyric Submission becomes Hookist Content (as defined below), and you relinquish all rights to such Lyric Submission to Hookist, including the copyright (including all rights set forth in 17 U.S.C. §106) and any rights to make future use of the Lyric Submission in any way.
You represent and warrant that: (i) you own the Content, including Lyric Submissions, posted by you on or through the Services or otherwise have the right to grant the rights and licenses set forth in these Terms; (ii) the posting and use of your Content, including Lyric Submissions, on or through the Services does not violate, misappropriate or infringe on the rights of any third party, including, without limitation, privacy rights, publicity rights, copyrights, trademark and/or other intellectual property rights; (iii) you agree to pay for all royalties, fees, and any other monies owed by reason of Content, including Lyric Submissions, you post on or through the Services; and (iv) you have the legal right and capacity to enter into these Terms in your jurisdiction.
In addition to your Content, the Services contain additional content owned or licensed by Hookist (“Hookist Content”). Hookist Content is protected by copyright, trademark, patent, trade secret and other laws, and, as between you and Hookist, Hookist owns and retains all rights in the Hookist Content and the Services. You will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Hookist Content and you will not reproduce, modify, adapt, prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast, sell, license or otherwise exploit the Hookist Content.
The Hookist name and logo are trademarks of Hookist, and Hookist reserves all rights therein. The Hookist marks may not be copied, imitated or used, in whole or in part, without the prior written permission of Hookist. In addition, all page headers, custom graphics, button icons and scripts are service marks, trademarks and/or trade dress of Hookist, and may not be copied, imitated or used, in whole or in part, without prior written permission from Hookist.
Although it is Hookist’s intention for the Services to be available whenever possible, there will be times when the Services will be interrupted, including, without limitation, for scheduled maintenance or upgrades, for emergency repairs, or due to failure of telecommunications links and/or equipment. Also, Hookist reserves the right to remove any Content from the Services for any reason, without prior notice. Consequently, Hookist encourages you to maintain your own backup of your Content. Hookist is not a backup service, and you agree that you will not rely on the Services for the purposes of Content backup or storage. Hookist will not be liable to you for any modification, suspension, or discontinuation of the Services, or the loss of any Content. You also acknowledge that the Internet may be subject to breaches of security and that the submission of Content or other information may not be secure.
You agree that Hookist is not responsible for, and does not endorse, Content posted within the Services. Hookist does not have any obligation to prescreen, monitor, edit, or remove any Content. If your Content violates these Terms, you may bear legal responsibility for that Content.
Reporting Copyright and Other IP Violations
We respect other people’s rights, and expect you to do the same.
We provide you with tools to help you protect your intellectual property rights. To learn more about how to report claims of intellectual property infringement, visit: http://www.copyright.gov/legislation/dmca.pdf
If any person, including you, believes their rights may have been violated by the Services, they may notify our DMCA contact at dmca@Hookist.com.
If you infringe other people’s intellectual property rights, we will disable your account when appropriate.
Disclaimer of Warranties
THE SERVICES, INCLUDING, WITHOUT LIMITATION, HOOKIST CONTENT, ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, NEITHER HOOKIST NOR ITS PARENT COMPANY NOR ANY OF THEIR EMPLOYEES, MANAGERS, OFFICERS OR AGENTS (COLLECTIVELY, THE “HOOKIST PARTIES”) MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, AS TO: (A) THE SERVICES; (B) THE HOOKIST CONTENT; (C) USER CONTENT; OR (D) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO HOOKIST OR VIA THE SERVICES. IN ADDITION, THE HOOKIST PARTIES HEREBY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION AND FREEDOM FROM COMPUTER VIRUS.
THE HOOKIST PARTIES DO NOT REPRESENT OR WARRANT THAT THE SERVICES WILL BE ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE SERVICES OR THE SERVER THAT MAKES THE SERVICES AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS, INCLUDING, WITHOUT LIMITATION, VIRUSES. THE HOOKIST PARTIES DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE SERVICES IS ACCURATE, COMPLETE, OR USEFUL. YOU ACKNOWLEDGE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE HOOKIST PARTIES DO NOT WARRANT THAT YOUR USE OF THE SERVICES IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND THE HOOKIST PARTIES SPECIFICALLY DISCLAIM SUCH WARRANTIES. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU TO THE EXTENT SUCH JURISDICTION’S LAW IS APPLICABLE TO YOU AND THESE TERMS.
BY ACCESSING OR USING THE SERVICES YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SERVICES.
THE HOOKIST PARTIES DO NOT ENDORSE CONTENT AND SPECIFICALLY DISCLAIM ANY RESPONSIBILITY OR LIABILITY TO ANY PERSON OR ENTITY FOR ANY LOSS, DAMAGE (WHETHER ACTUAL, CONSEQUENTIAL, PUNITIVE OR OTHERWISE), INJURY, CLAIM, LIABILITY OR OTHER CAUSE OF ANY KIND OR CHARACTER BASED UPON OR RESULTING FROM ANY CONTENT.
Limitation of Liability; Waiver
UNDER NO CIRCUMSTANCES WILL THE HOOKIST PARTIES BE LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, FOR ANY DIRECT, INDIRECT, ECONOMIC, EXEMPLARY, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL LOSSES OR DAMAGES) THAT ARE DIRECTLY OR INDIRECTLY RELATED TO: (A) THE SERVICES; (B) THE HOOKIST CONTENT; (C) USER CONTENT; (D) YOUR USE OF, INABILITY TO USE, OR THE PERFORMANCE OF THE SERVICES; (E) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY THE HOOKIST PARTIES OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR OR ANY OTHER PARTY’S USE OF THE SERVICES; (F) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS; (G) ANY ERRORS OR OMISSIONS IN THE OPERATION OF THE SERVICES; OR (H) ANY DAMAGE TO ANY USER’S COMPUTER, MOBILE DEVICE, OR OTHER EQUIPMENT OR TECHNOLOGY INCLUDING, WITHOUT LIMITATION, DAMAGE FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING, FRAUD, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, EVEN IF FORESEEABLE OR EVEN IF THE HOOKIST PARTIES HAVE BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR TORT (INCLUDING, WITHOUT LIMITATION, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION OF THE SERVICES). IN NO EVENT WILL THE HOOKIST PARTIES BE LIABLE TO YOU OR ANYONE ELSE FOR LOSS, DAMAGE OR INJURY, INCLUDING, WITHOUT LIMITATION, DEATH OR PERSONAL INJURY. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT WILL THE HOOKIST PARTIES TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OR ACTION EXCEED ONE HUNDRED UNITED STATES DOLLARS ($100.00).
YOU AGREE THAT IN THE EVENT YOU INCUR ANY DAMAGES, LOSSES OR INJURIES THAT ARISE OUT OF HOOKIST’S ACTS OR OMISSIONS, THE DAMAGES, IF ANY, CAUSED TO YOU ARE NOT IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION PREVENTING ANY EXPLOITATION OF ANY WEB SITE, SERVICES, PROPERTY, PRODUCT OR OTHER CONTENT OWNED OR CONTROLLED BY THE HOOKIST PARTIES, AND YOU WILL HAVE NO RIGHTS TO ENJOIN OR RESTRAIN THE DEVELOPMENT, PRODUCTION, DISTRIBUTION, ADVERTISING, EXHIBITION OR EXPLOITATION OF ANY WEB SITE, PROPERTY, PRODUCT, SERVICES, OR OTHER CONTENT OWNED OR CONTROLLED BY THE HOOKIST PARTIES.
BY ACCESSING THE SERVICES, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY, WHICH PROVIDES AS FOLLOWS: “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.”
HOOKIST IS NOT RESPONSIBLE FOR THE ACTIONS, CONTENT, INFORMATION, OR DATA OF THIRD PARTIES, AND YOU RELEASE US, OUR DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY CLAIM YOU HAVE AGAINST ANY SUCH THIRD PARTIES.
You (and also any third party for whom you operate an account or activity on the Services) agree to defend (at Hookist’s request), indemnify and hold the Hookist Parties harmless from and against any claims, liabilities, damages, losses, and expenses, including without limitation, reasonable attorney’s fees and costs, arising out of or in any way connected with any of the following (including as a result of your direct activities on the Services or those conducted on your behalf): (i) your Content or your access to or use of the Services; (ii) your breach or alleged breach of these Terms; (iii) your violation of any third-party right, including without limitation, any intellectual property right, publicity, confidentiality, property or privacy right; (iv) your violation of any laws, rules, regulations, codes, statutes, ordinances or orders of any governmental and quasi-governmental authorities, including, without limitation, all regulatory, administrative and legislative authorities; or (v) any misrepresentation made by you. You will cooperate as fully required by Hookist in the defense of any claim. Hookist reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you will not in any event settle any claim without the prior written consent of Hookist.
Except if you opt-out or for disputes relating to your or Hookist’s intellectual property (such as trademarks, trade dress, domain names, trade secrets, copyrights and patents), you agree that all disputes between you and Hookist (whether or not such dispute involves a third party) with regard to your relationship with Hookist, including without limitation disputes related to these Terms, your use of the Services, and/or rights of privacy and/or publicity, will be resolved by binding, individual arbitration under the American Arbitration Association’s rules for arbitration of consumer-related disputes and you and Hookist hereby expressly waive trial by jury. You may bring claims only on your own behalf. Neither you nor Hookist will participate in a class action or class-wide arbitration for any claims covered by this agreement. You also agree not to participate in claims brought in a private attorney general or representative capacity, or consolidated claims involving another person’s account, if Hookist is a party to the proceeding. This dispute resolution provision will be governed by the Federal Arbitration Act. In the event the American Arbitration Association is unwilling or unable to set a hearing date within one hundred and sixty (160) days of filing the case, then either Hookist or you can elect to have the arbitration administered instead by the Judicial Arbitration and Mediation Services. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with these Terms.
If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Arbitration section will be null and void. This arbitration agreement will survive the termination of your relationship with Hook(ist).
Time Limitation on Claims
You agree that any claim you may have arising out of or related to your relationship with Hookist must be filed within six month after such claim arose; otherwise, your claim is permanently barred.
Governing Law & Venue
These Terms are governed by and construed in accordance with the laws of the State of New York, without giving effect to any principles of conflicts of law AND WILL SPECIFICALLY NOT BE GOVERNED BY THE UNITED NATIONS CONVENTIONS ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS, IF OTHERWISE APPLICABLE. The Parties hereby opt out of the Uniform Computer Information Transaction Act to the fullest extent permitted by law. For any action at law or in equity relating to the arbitration provision of these Terms, the Excluded Disputes or if you opt out of the agreement to arbitrate, you agree to resolve any dispute you have with Hookist exclusively in a state or federal court located in New York, New York, and to submit to the personal jurisdiction of the courts located in New York County for the purpose of litigating all such disputes. You hereby waive any objections to personal jurisdiction to which you may otherwise be entitled.
If any provision of these Terms is held to be unlawful, void, or for any reason unenforceable during arbitration or by a court of competent jurisdiction, then that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provisions. Hook(ist)’s failure to insist upon or enforce strict performance of any provision of these Terms will not be construed as a waiver of any provision or right. No waiver of any of these Terms will be deemed a further or continuing waiver of such term or condition or any other term or condition. Hookist reserves the right to change this dispute resolution provision, but any such changes will not apply to disputes arising before the effective date of the amendment. This dispute resolution provision will survive the termination of any or all of your transactions with Hookist.
If you are using the Services on behalf of a legal entity, you represent that you are authorized to enter into an agreement on behalf of that legal entity. These Terms constitute the entire agreement between you and Hookist and governs your use of the Services, superseding any prior agreements between you and Hookist. You will not assign the Terms or assign any rights or delegate any obligations hereunder, in whole or in part, whether voluntarily or by operation of law, without the prior written consent of Hookist. Any purported assignment or delegation by you without the appropriate prior written consent of Hookist will be null and void. Hookist may assign these Terms or any rights hereunder without your consent. If any provision of these Terms is found by a court of competent jurisdiction to be invalid or otherwise unenforceable, the parties nevertheless agree that such portion will be deemed severable from these Terms and will not affect the validity and enforceability of the remaining provisions, and the remaining provisions of the Terms remain in full force and effect. Neither the course of conduct between the parties nor trade practice will act to modify the Terms. These Terms do not confer any third-party beneficiary rights.
The information provided within the Services is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject Hookist to any registration requirement within such jurisdiction or country. We reserve the right to limit the availability of the Services or any portion of the Services, to any person, geographic area, or jurisdiction, at any time and in our sole discretion, and to limit the quantities of any content, program, product, service or other feature that Hookist provides.
Software related to or made available by the Services may be subject to United States export controls. Thus, no software from the Services may be downloaded, exported or re-exported: (a) into (or to a national or resident of) any country to which the United States has embargoed goods; or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Deny Orders. By downloading any software related to the Services, you represent and warrant that you are not located in, under the control of, or a national or resident of, any such country or on any such list.
Notwithstanding anything in the previous paragraph to the contrary, if you are a resident in the European Union, you have certain rights to specific personal information established by the GDPR, however, we have a legitimate interest in the Lyric Submissions to our Services and that data IS NOT included in the personal information protected by the GDPR.
These Terms were written in English (US). To the extent any translated version of these Terms conflicts with the English version, the English version controls.