Terms of service
Terms Of Service
Thank you for using Clive!
1. Using the Clive Service
a. Who can use the Clive Service
You may use our Service only if you can form a binding contract with Clive, and only in compliance with these Terms and all applicable laws. When you create your Clive account, you must provide us with accurate and complete information. Any use or access by anyone under the age of 13 is prohibited. By using the Service, you represent and warrant that you meet all of the foregoing eligibility requirements and either (i) are of legal age to form a binding contract with the Company or (ii) have the permission of a parent or legal guardian who has agreed to these Terms on your behalf.
b. Our license to you
Subject to these Terms and our policies (including our Acceptable Use Policy), we grant you a limited, non-exclusive, non-transferable, and revocable license to use our Service.
c. No Commercial use of our Service
The Service is for your personal non-commercial use only. You must not access or use our Service, or any part thereof or materials therein, for any commercial purposes.
d. Updates and Changes
We reserve the right to withdraw or amend the Service, and any service or material we provide on the Service, in our sole discretion at any time with or without notice.Some of our Service may be software that is downloaded to your computer, phone, tablet, or other device. You agree that we may automatically upgrade, update or amend that software, and these Terms will apply to such upgrades, updates or amendments.
e. Prohibited Uses
You may not use the Service for any unlawful purpose. You agree not to use the Service in any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries) or for the purpose of exploiting, harming or attempting to exploit or harm others in any way, including by exposing them to inappropriate content, asking for personally identifiable information or otherwise.
2. Your Content
a. Posting content
b. How Clive and other users can use your content
You grant Clive and its users a non-exclusive, royalty-free, transferable, sublicensable, worldwide license to use, store, display, reproduce, re-post, modify, create derivative works, perform, and distribute your User Generated Content, which may be used in connection with your user name or initials, for any purpose, including commercial purposes and advertising, whether as part of the Service or outside the Service. For purposes of clarity, this license does not terminate upon the termination of your Account or the removal of the User Generated Content from the Service. Nothing in these Terms shall restrict other legal rights Clive may have to User Generated Content, for example under other licenses. We reserve the right to remove or modify User Generated Content for any reason, including User Generated Content that we believe violates these Terms or our policies. We are not responsible for the content or accuracy of any User Generated Content posted by you.
c. How long we keep your content
If you remove any User Generated Content from the Service (whether or not you have an active Account), we may retain your User Generated Content for backup, archival, or audit purposes. Furthermore, Clive and its users may retain and continue to use, store, display, reproduce, re-post, modify, create derivative works, perform, and distribute any of your User Generated Content that other users have stored or shared through the Service, or otherwise continues to be posted or live in any part of the Service.
d. Feedback you provide
We value hearing from our users, and are always interested in improving the Service. If you choose to submit comments, ideas or feedback, you agree that we are free to use them without any restriction or compensation to you. By accepting your submission, Clive does not waive any rights to use similar or related feedback previously known to Clive, or developed by its employees, or obtained from sources other than you.
3. Intellectual Property; Copyright and Trademark
The Service and its entire contents, features and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned by Clive, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. No right, title or interest in or to the Service is transferred to you, and all rights not expressly granted to you are reserved by Clive.
Clive has adopted and implemented a Copyright Policy in accordance with the Digital Millennium Copyright Act. For more information, please read our Copyright Policy.
Clive and the Clive logo and all related names, logos, product and service names, designs and slogans are trademarks of Clive or its licensors. You must not use such marks without our prior written permission. All other names, logos, product and service names, designs and slogans on the Service are the trademarks of their respective owners.
We care about the security of our users. While we work to protect the security of your content and account, Clive cannot guarantee that unauthorized third parties will not be able to defeat our security measures. Please notify us immediately of any compromise or unauthorized use of your account.
5. Third-Party Links, Sites, and Services
The Service may contain links to third-party websites, advertisers, services, special offers, or other events or activities that are not owned or controlled by Clive. We do not endorse or assume any responsibility for any such third-party sites, information, materials, products, or services. If you access any third-party website, service, or content from Clive, you do so at your own risk and you agree that Clive will have no liability arising from your use of or access to any third-party website, service, or content.
Clive may terminate or suspend your Account and this license at any time, for any or no reason, with or without cause or notice to you. You may terminate your Account for any or no reason. Upon termination, you continue to be bound by Sections 2 (Your Content) and 6 -12 of these Terms.
You agree to indemnify and hold harmless Clive and its officers, directors, employees and agents, from and against any claims, suits, proceedings, disputes, demands, liabilities, damages, losses, costs and expenses, including, without limitation, reasonable legal and accounting fees (including costs of defense of claims, suits or proceedings brought by third parties), in any way related to (a) your access to or use of the Service, (b) your User Generated Content, or (c) your breach of any of these Terms.
The Service and all included content are provided on an “as is” basis without warranty of any kind, whether express or implied. We cannot and do not guarantee or warrant that files available for downloading from the Internet or the Service will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and data recovery.
CLIVE SPECIFICALLY DISCLAIMS ANY AND ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, SECURITY, ACCURACY, RELIABLITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.
Clive takes no responsibility and assumes no liability for any User Generated Content that you or any other user or third party posts or transmits using the Service. You understand and agree that you may be exposed to User Generated Content that is inaccurate, objectionable, inappropriate for children, or otherwise unsuited to your purpose.
9. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL CLIVE, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, OR ANY LOSS OF DATA, USE, GOOD-WILL, OR ANY EMOTIONAL DISTRESS OR PAIN AND SUFFERING, OR OTHER INTANGIBLE LOSSES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, RESULTING FROM OR IN CONNECTION WITH (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICE; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICE, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; (C) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR USER GENERATED CONTENT; WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE OR (D) Clive, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS ENFORCEMENT OR NON-ENFORCEMENT OF CLIVE’S POLICIES.
For any dispute you have with Clive, you agree to first contact us and attempt to resolve the dispute with us informally. If Clive is not able to resolve the dispute with you informally, we each agree to resolve any claim, dispute, or controversy (excluding claims for injunctive or other equitable relief) arising out of or in connection with or relating to the Terms by binding arbitration by the American Arbitration Association (“AAA”) under the Commercial Arbitration Rules and Supplementary Procedures for Consumer Related Disputes then in effect for the AAA, except as provided herein. Unless you and Clive agree otherwise, the arbitration will be conducted by a single arbitrator in New York county, in New York State. Each party will be responsible for paying any AAA filing, administrative and arbitrator fees in accordance with AAA rules. Each party agrees that it shall be responsible for paying its own attorney’s fees. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall prevent either party from seeking injunctive or other equitable relief from the courts for matters related to data security, intellectual property or unauthorized access to the Service. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND CLIVE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
11. Governing Law and Jurisdiction; Limitation on Time
These Terms shall be governed by the laws of the State of New York, without respect to its conflict of laws principles. We each agree to submit to the personal jurisdiction of a state or federal court located in Westchester County, New York for any actions not subject to Section 10 (Arbitration).
The Service is controlled and operated from the United States, and we make no representations that they are appropriate or available for use in other locations. If you access the Service from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
Any cause of action or claim you may have arising out of or in connection with or relating to these Terms must be commenced within one (1) year after the cause of action accrues, otherwise, such cause of action or claim is permanently barred.
12. General Terms
Notification Procedures and changes to these Terms. We may revise these Terms from time to time and the most current version will always be posted on our website. All changes will be effective immediately upon posting. Clive reserves the right to determine the form and means of providing notifications to you, and you agree to receive legal notices electronically if we so choose. If a revision, in our sole discretion, is material we will notify you. By continuing to access or use the Service after revisions become effective, you agree to be bound by the revised Terms. If you do not agree to the new terms, please stop using the Service.
Assignment. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Clive without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.
No Waiver. No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and Clive’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.
Clive is a place where music lovers can gather to learn about new bands, venues, music influence or other ideas, exchange information and become a community. It’s important that all members of this community feel comfortable and accordingly we require everyone to follow these rules:
You may not use the Service:
- For any commercial purpose.
- To transmit, or procure the sending of, any advertising or promotional material, including any bulk mail or any other similar solicitation.
- To impersonate or attempt to impersonate Clive, a Clive employee, another user or any other person or entity (including, without limitation, by using e-mail addresses associated with any of the foregoing).
- To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Service, or which, as determined by us, may harm Clive or users of the Service or expose them to liability.
Additionally, you agree not to:
- Use the Service in any manner that could disable, overburden, damage, or impair the Service or interfere with any other party’s use of the Service, including their ability to engage in real time activities through the Service.
- Use any robot, spider or other automatic device, process or means to access the Clive site for any purpose, including monitoring or copying any of the material on the site.
- Use any device, software or routine that interferes with the proper working of the Service.
- Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful.
- Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Service, the server on which the Service is stored, or any server, computer or database connected to the Service.
- Otherwise attempt to interfere with the proper working of the Service.
These content standards apply to any and all User Generated Content. User Generated Content must in its entirety comply with all applicable federal, state, local and international laws and regulations. Without limiting the foregoing, User Generated Content must not:
- Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.
- Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
- Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person.
- Be likely to deceive any person.
- Promote any illegal activity, or advocate, promote or assist any unlawful act.
- Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person.
- Impersonate any person, or misrepresent your identity or affiliation with any person or organization.
- Involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter or advertising.
- Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.
Monitoring and Enforcement; Termination
We have the right to:
- Remove or refuse to post any User Generated Content for any or no reason in our sole discretion.
- Take any action with respect to any User Generated Content that we deem necessary or appropriate in our sole discretion, including if we believe that such User Generated Content violates the Terms of Service, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Service or the public or could create liability for Clive.
- Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
- Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Service.
- Terminate or suspend your access to all or part of the Service for any or no reason, including without limitation, any violation of the Terms of Service.
Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Service.
However, we do not undertake to review all material before it is posted on the Service, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
Clive respects the intellectual property rights of others and expects its users to do the same. It is Clive’s policy, in appropriate circumstances and at its discretion, to disable and/or terminate the accounts of users who repeatedly infringe or are repeatedly charged with infringing the copyrights or other intellectual property rights of others.
In accordance with the Digital Millennium Copyright Act of 1998, the text of which may be found on the U.S. Copyright Office website at http://www.copyright.gov/legislation/dmca.pdf, Clive will respond expeditiously to claims of copyright infringement committed using the Clive website (the “Site”) that are reported to Clive’s Designated Copyright Agent, identified below.
If you are a copyright owner, or are authorized to act on behalf of one, or authorized to act under any exclusive right under copyright, please report alleged copyright infringements taking place on or through the Site by completing the following DMCA Notice of Alleged Infringement and delivering it to Clive’s Designated Copyright Agent. Upon receipt of the Notice as described below, Clive will take whatever action, in its sole discretion, it deems appropriate, including removal of the challenged material from the Site.
DMCA Notice of Alleged Infringement (“Notice”).
The written Notice must include the substance of all the following information:
- Identify the copyrighted work that you claim has been infringed, or – if multiple copyrighted works are covered by this Notice – you may provide a representative list of the copyrighted works that you claim have been infringed.
- Identify (i) the material that you claim is infringing (or to be the subject of infringing activity) and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material, including at a minimum, if applicable, the URL of the link shown on the Site where such material may be found, and (ii) the reference or link, to the material or activity that you claim to be infringing, that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate that reference or link, including at a minimum, if applicable, the URL of the link shown on the Site where such reference or link may be found.
- Provide your mailing address, telephone number and, if available, email address.
- Include both of the following statements in the body of the Notice:
“I hereby state that I have a good faith belief that the disputed use of the copyrighted material or reference or link to such material is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use).”
“I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed.”
- Provide your full legal name and your electronic or physical signature.
Deliver this Notice, with all items completed, to Clive’s Designated Copyright Agent:
Clive Copyright Agent
River Spirit Music, LLC
P.O. Box 521
Hastings-on-Hudson, NY 10706
If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective.
What if I receive a Copyright Complaint (DMCA) notification?
If you receive a notification that a post has been removed due a copyright complaint, it means that the post’s content has been deleted from Clive at the request of the content’s owner. If you want us to forward the information from the Copyright Complaint notification, just reply to the notification to let us know. We will provide it to you (without any personal contact information). If your account receives too many copyright complaints, you may lose the ability to post new content on Clive, and your account may be disabled completely.
If you believe a post was removed in error, you have the option to file a counter-notice by following the steps below. When we receive a valid counter-notice, we will forward a copy to the person who filed the original complaint.
If we do not receive notice within 10 business days that the submitter of the original complaint is seeking a court order to prevent further infringement of the content at issue, we are allowed to remove the complaint from your account’s record, and we may replace the content that was removed.
Note: There are legal and financial consequences for fraudulent and/or bad faith submissions. Before submitting a counter-notice, be sure that you are the actual rights holder of the removed content or that you have a good faith belief that the material was removed in error, and understand the repercussions of submitting a false claim.
How to File a Counter-Notice:
- Email your counter-notice to ip@Clive.net.
- Include ALL of the following:
- Your name, address, and telephone number.
- An identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access disabled. If there is a reference ID or number in connection with the notice that was provided to you, include this in all subsequent correspondence.
- The source address of the content that was removed.
- A statement under penalty of perjury that you have a good faith belief that the content was removed in error.
- A statement that you consent to the jurisdiction of Federal District Court for the judicial district in which your address is located, or if your address is outside of the United States, for any judicial district in which Clive may be found, and that you will accept service of process from the person who provided the original complaint under subsection (c)(1)(C) or an agent of such person.
- A physical or electronic signature (for example, typing your full name).