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PLEASE READ THE FOLLOWING LOOP TERMS AND CONDITIONS CAREFULLY BEFORE ACCESSING OR USING THE LOOP SOFTWARE OR LOOP SERVICES. THESE TERMS AND CONDITIONS CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND LOOP.
These Terms of Service ("Terms") constitute a legally binding agreement ("Agreement") between you and Loop Music (as defined below) governing your access to and use of the Loop Music website, including any subdomains thereof, and any other websites through which Loop makes its services available (collectively, "Site"), our mobile, tablet and other smart device applications, and application program interfaces (collectively, "Application") and all associated services (collectively, "Loop Services"). The Site, Application and Loop Services together are hereinafter collectively referred to as the “Loop Platform” or “Loop Music” or “Loop”. Our other Policies applicable to your use of the Loop Platform are incorporated by reference into this Agreement.
When these Terms mention “LOOP,”“Loop Music”, “we,” “us,” or “our,” it refers to the Loop Music company you are contracting with. Your contracting entity will generally be determined based on your Country of Residence. Your “Country of Residence” is the jurisdiction associated with your Loop Account as determined by either your express selection or by Loop’s assessment of your residence using various data attributes associated with your Loop Music Account.
We agree to provide you with the Loop Service. The Service includes all of the Loop products, features, applications, services, technologies, and software that we provide to advance Loop’s mission: To help creatives by uniting creativity, people and culture. The Service is made up of the following (the Service):
1.1 The Loop Platform is an online service network that enables registered users (“Creatives”) to locate resources and certain third parties who offer services (Creatives and third parties who offer services are “Session Host” and the services they offer are “Session Services”) to schedule such Session Services on the Loop Platform (“Sessions”) and to communicate and transact directly with Creatives that are seeking to schedule such Session Services.
1.2 The Loop Platform, Loop Music does not own, create, sell, resell, provide, control, manage, offer, deliver, or supply any session or Session Services. Session Hosts alone are responsible for their Session Services. When Creatives make or accept a session, they are entering into a contract directly with each other. Loop is not and does not become a party to or other participant in any contractual relationship between Creatives. Loop is not acting as an agent in any capacity for any Creatives, except as specified in the Payments Terms.
2.1 Subject to the Terms, Loop grants you a limited license to reproduce portions of the Platform for the sole purpose of using the Services for your personal or internal business purposes. Unless otherwise specified by Loop in a separate license, your right to use the Platform is subject to the Terms.
2.2 You must be at least 18 years old and able to enter into legally binding contracts to access and use the Loop Platform or register a Loop Account. By accessing or using the Loop Platform you represent and warrant that you are 18 or older and have the legal capacity and authority to enter into a contract.
2.3 The access to or use of certain areas and features of the Loop Platform may be subject to separate policies, standards or guidelines, or may require that you accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions applicable to a specific area or feature of the Loop Platform, the latter terms and conditions will take precedence with respect to your access to or use of that area or feature, unless specified otherwise.
2.4 If you access or download the Application from the Apple App Store, you agree to Apple’s Licensed Application End User License Agreement. Aspects of Loop Platform implement Google Maps/Earth mapping services, including Google Maps API(s). Your use of Google Maps/Earth is subject to the Google Maps/Google Earth Additional Terms of Service.
2.5 The Loop Application may automatically download and install updates from time to time or require the downloading and installation of updates or new versions for continued use. You acknowledge that in some instances updates and/or new versions may reduce or remove features and functionality in prior versions of the Application.
2.6 You agree not to use or launch any automated system (including "robots," "spiders," or "offline readers") that access the Loop Platform in a manner that sends more messages, requests, information, or content in a given period of time than can be reasonably performed by a human being. You further agree not to modify the Application or any part thereof, in any form or manner, nor to use any modified versions of the Application or other Loop products, software, or other content in order to gain unauthorized access to the Platform, or for any reason whatsoever, without the express written consent of Loop. You may not attempt to gain any unauthorized access to the System or any of its associated content, including computer systems, software, or networks.
3. Terms Modification and Update
3.1 Loop reserves the right to modify these Terms at any time in accordance with this provision to accurately reflect our Service and policies. If we make changes to these Terms, Unless otherwise required by law, we will notify you of the modifications (for example, through our Service or by email) at least thirty (30) days before they become effective.
3.2 If you disagree with the revised Terms, you may terminate this Agreement with immediate effect. We will inform you about your right to terminate the Agreement in the notification email. If you do not terminate your Agreement before the date the revised Terms become effective, your continued access to or use of the Loop Platform will represent acceptance of the revised Terms.
4.1 You must register a account ("Loop Account") to access and use certain features of the Loop Platform, such as locating Creatives or arranging a session.For purposes of the Terms, a “Registered User” is a User who has registered an account on the Platform (“Account”). Your Account gives you access to the Platform and functionality that we establish and maintain from time to time and in our sole discretion. We may maintain different types of accounts for different types of Users. If you are registering an Account for a company or other legal entity, you represent and warrant that you have the authority to legally bind that entity and grant us all permissions and licenses provided in these Terms.
4.2 You can register a Loop Account using an email address and creating a password.
4.3 You must provide accurate, current and complete information during the registration process and keep your Loop Account profile information up-to-date at all times.
4.4 You may not register more than one account unless Loop authorizes you to do so. You may not assign or otherwise transfer your Loop Account to another party.
4.5 You agree that you shall monitor your Account to restrict use by minors, and you will accept full responsibility for any unauthorized use of the Loop Platform by minors. You may not share your Account or password with anyone, and you agree to notify Loop immediately of any unauthorized use of your password or any other breach of security.
4.6 You agree not to create a Loop Account or use the Platform if you have been previously removed by Loop, or if you have been previously banned from an Loop Services.
5.1 Loop may, at its sole discretion, enable Creatives to (i) create, upload, post, send, receive and store content, such as text, photos, audio, video, or other materials and information on or through the Loop Music Platform ("Creative Content"); and (ii) access and view Creative Content and any content that Loop itself makes available on or through the Platform, including proprietary Loop content and any content licensed or authorized for use by or through Loop from a third party ("Loop Content" and together with Creative Content, "Collective Content").
5.2 The Loop Platform, Loop Content, and Collective Content may in its entirety or in part be protected by copyright, trademark, and/or other laws of the United Kingdom and other countries. You acknowledge and agree that the Loop Platform and Loop Content, including all associated intellectual property rights, are the exclusive property of Loop and/or its licensors or authorizing third-parties. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Loop Platform, Loop Content or Collective Content. All trademarks, service marks, logos, trade names, and any other source identifiers of Loop used on or in connection with the Loop Platform and Loop Content are trademarks or registered trademarks of Loop Music in the United Kingdom and abroad. Trademarks, service marks, logos, trade names and any other proprietary designations of third parties used on or in connection with the Loop Platform, Loop Content, and/or Collective Content are used for identification purposes only and may be the property of their respective owners.
5.3 You will not use, copy, adapt, modify, prepare derivative works of, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Loop Platform or Collective Content, except to the extent you are the legal owner of certain Creative Content or as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Loop or its licensors, except for the licenses and rights expressly granted in these Terms.
5.5 By creating, uploading, posting, sending, receiving, storing, or otherwise making available any Creative Content on or through the Loop Platform, you grant to Loop a non-exclusive, worldwide, royalty-free, irrevocable, perpetual (or for the term of the protection), sub-licensable and transferable license to such Creative Content to access, use, store, copy, modify, prepare derivative works of, distribute, publish, transmit, stream, broadcast, and otherwise exploit in any manner such Creative Content to provide and/or promote the Loop Platform, in any media or platform. Unless you provide specific consent, Loop does not claim any ownership rights in any Creative Content and nothing in these Terms will be deemed to restrict any rights that you may have to use or exploit your Creative Content.
5.8 You will not post, upload, publish, submit or transmit any Creative Content that: (i) is fraudulent, false, misleading (directly or by omission or failure to update information) or deceptive; (ii) is defamatory, libelous, obscene, pornographic, vulgar or offensive; (iii) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (iv) is violent or threatening or promotes violence or actions that are threatening to any other person or animal; (v) promotes illegal or harmful activities or substances; or (vi) violates Airbnb’s Content Policy or any other Loop policy. Loop may, without prior notice, remove or disable access to any Creative Content that Loop finds to be in violation of these Terms or Loop’s then-current Policies or Standards, or otherwise may be harmful or objectionable to Loop, its Creatives, third parties, or property.
5.9 LOOP respects copyright law and expects its Creatives to do the same. If you believe that any content on the Loop Platform infringes copyrights you own, please notify us in accordance with our Copyright Policy.
6.1 LOOP may charge fees to Session Hosts ("Session Fees") and/or Creatives ("Collab Fees") (collectively, "Service Fees") in consideration for the use of the Loop Platform. More information about when Service Fees apply and how they are calculated can be found on our Service Fees page.
6.2 Any applicable Service Fees (including any applicable Taxes) will be displayed to a Session Host or Creative prior to Scheduling or booking a Session. LOOP reserves the right to change the Service Fees at any time, and will provide Creatives adequate notice of any fee changes before they become effective.
6.3 You are responsible for paying any Service Fees that you owe to LOOP. The applicable Service Fees (including any applicable Taxes) are collected by LOOP Payments. LOOP Payments will deduct any Service Fees owed to LOOP before remitting the payout to Session Hosts. Any Service Fees are included in the Total Fees collected by LOOP Payments. Except as otherwise provided on the LOOP Platform, Service Fees are non-refundable
7.1.1 When adding a Session facility through the Loop Platform you must (i) provide complete and accurate information about your Session Service (such as description, location, and calendar availability), (ii) disclose any deficiencies, restrictions (such as facility rules) and (iii) provide any other pertinent information requested by LOOP. You are responsible for keeping your facility informations (including calendar availability) up-to-date at all times.
7.1.2 You are solely responsible for setting a Session price (including any Taxes if applicable, or relevant charges such as Damage fees) for your Sessions (“Session Fee”). Once a Creative requests a booking of your Session, you may not request that the Creative pays a higher price than in the booking request.
7.1.3 Any terms and conditions included in your Session, in particular in relation to cancellations, must not conflict with these Terms or the relevant cancellation policy for your Session.
7.1.4 Pictures, animations or videos (collectively, "Images") used to showcase your Session facility must accurately reflect the quality and condition of your Session Services. LOOP reserves the right to require that Session Description have a minimum number of Images of a certain format, size and resolution.
7.1.5 When you accept or have pre-approved a booking request by a creative, you are entering into a legally binding agreement with the Creative and are required to provide your Session Service(s) to the Creative as described in your Session Account when the booking request is made. You also agree to pay the applicable Session Fee and any applicable Taxes.
7.1.6 LOOP recommends that Session Hosts obtain appropriate insurance for their Session Services. Please review any respective insurance policy carefully, and in particular make sure that you are familiar with and understand any exclusions to, and any deductibles that may apply.
8.1.1 Subject to meeting all requirements (such as completing an accurate account registration) set by LOOP and/or the Session Host, you can book a Session available on the LOOP Platform by following the respective booking process. All applicable fees, including the Service Fees (“Session Fee”, “Collab Fee”) and any applicable Taxes (collectively, “Total Fees”) will be presented to you prior to booking a Session. You agree to pay the Total Fees for any booking requested in connection with your LOOP Account.
8.1.2 Upon receipt of a booking confirmation from LOOP, a legally binding agreement is formed between you and your Session Host, subject to any additional terms and conditions of the Host that apply, including in particular the applicable cancellation policy and any rules and restrictions specified in the Listing. LOOP Payments will collect the Total Fees at the time of the booking request or upon the Session Host’s confirmation. in accordance to our Payments Terms.
8.2.1 You understand that a confirmed booking of a Session(“Session Booking”) is a limited license granted to you by the Session Host to enter, occupy and use the facility for the duration of your Session.
8.2.2 You agree to leave the Session Space (“Atelier”) no later than the time that the Host specifies in the Session Booking or such other time as mutually agreed upon between you and the Session Host. If you stay past the agreed upon checkout time without the Session Host's consent (“Overtime”), you no longer have a license to use the Atelier and the Session Host is entitled to make you leave in a manner consistent with applicable law. In addition, you agree to pay, if requested by the Session Host, for each one (1) hour session period (or any portion thereof) that you Overtime to cover the inconvenience suffered by the Session Host, plus all applicable Service Fees, Taxes, and any legal expenses incurred by the Session Host to make you leave (collectively, "Overstay Fees"). If you Overtime at an Atelier, you authorize LOOP (via Loop Payments) to charge you to collect Overtime Fees.
9.1 Session Hosts and Creatives are responsible for any modifications to a booking that they make via the Loop Platform or direct LOOP customer service to make ("Session Modifications"), and agree to pay any additional Service Fees and/or Taxes associated with such Booking Modifications.
9.2 Creatives can cancel a confirmed Session at any time pursuant to the Session’s cancellation policy, and Loop Payments will refund the amount of the Total Fees due to the Creative in accordance with such cancellation policy. Unless extenuating circumstances exist, any portion of the Total Fees due to the Session Host under the applicable cancellation policy will be remitted to the Session Host by Loop Payments pursuant to the Payments Terms.
9.3 If a Session Host cancels a confirmed Session, the Creative will receive a full refund of the Total Fees for such Session within a commercially reasonable time of the cancellation. In some instances, LOOP may allow the Creative to apply the refund to a new Session, in which case Loop Payments will credit the amount against the Creatives subsequent booking at the Creatives direction. In addition, Loop may (i) keep the calendar for the Session Host unavailable or blocked for the dates of the cancelled Session, and/or (ii) impose a cancellation fee, unless the Session Host has a valid reason for cancelling the booking pursuant to Airbnb’s Extenuating Circumstances Policy or has legitimate concerns about the Creative’s behavior.
9.4 In certain circumstances, LOOP may decide, in its sole discretion, that it is necessary to cancel a confirmed booking and make appropriate refund and payout decisions. This may be for reasons set forth in Airbnb's Extenuating Circumstances Policy or (i) where LOOP believes in good faith, while taking the legitimate interests of both parties into account, this is necessary to avoid significant harm to LOOP, other Creatives, third parties or Facility, or (ii) for any of the reasons set out in these Terms.
9.6 If, as a Session Host, a Creative cancels a confirmed booking or LOOP decides that it is necessary to cancel a confirmed booking, and LOOP issues a refund to the Creative in accordance with the Guest Refund Policy, Extenuating Circumstances Policy, or other applicable cancellation policy, you agree that in the event you have already been paid, Loop Payments will be entitled to recover the amount of any such refund from you, including by subtracting such refund amount out from any future Payouts due to you.
9.8 Except as otherwise set out in these Terms, Creatives may use the Resolution Center to send or request money for refunds, additional Session Host Services or Damage Claims related to bookings. You agree to pay all amounts sent through the Resolution Center in connection with your Loop Account, and Loop Payments will handle all such payments.
LOOP generally supports payment amounts that are payable from or to Creatives or Session Hosts to the smallest unit supported by a given currency (i.e., U.S. cents, Euro cents or other supported currencies). Where Loop’s third-party payment services provider does not support payments in the smaller unit supported by a given currency, LOOP may, in its sole discretion, round up or round down amounts that are payable from or to Creatives or Session Hosts to the nearest whole functional base unit in which the currency is denominated (i.e. to the nearest Pound, Dollar, Euro or other supported currency); for example, LOOP may round up an amount of £101.50 to £102.00, and round down an amount of £101.49 to @101.00.
11.1 You are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the Loop Platform. In connection with your use of the Loop Platform, you will not and will not assist or enable others to:
11.2 You acknowledge that LOOP has no obligation to monitor the access to or use of the Loop Platform by any Creative or to review, disable access to, or edit any Collective Content, but has the right to do so to (i) operate, secure and improve the Loop Platform (including without limitation for fraud prevention, risk assessment, investigation and customer support purposes); (ii) ensure Creative’s compliance with these Terms; (iii) comply with applicable law or the order or requirement of a court, law enforcement or other administrative agency or governmental body; (iv) respond to Creative Content that it determines is harmful or objectionable; or (v) as otherwise set forth in these Terms. Creatives agree to cooperate with and assist LOOP in good faith, and to provide LOOP with such information and take such actions as may be reasonably requested by LOOP with respect to any investigation undertaken by LOOP or a representative of LOOP regarding the use or abuse of the Loop Platform.
11.3 If you feel that any Creatives you interact with, whether online or in person, is acting or has acted inappropriately, including but not limited to anyone who (i) engages in offensive, violent or sexually inappropriate behavior, (ii) you suspect of stealing from you, or (iii) engages in any other disturbing conduct, you should immediately report such person to the appropriate authorities and then to LOOP by contacting us with your police station and report number (if available). You agree that any report you make will not obligate us to take any action (beyond that required by law, if any).
12.1 This Agreement shall be effective for a 30-day term, at the end of which it will automatically and continuously renew for subsequent 30-day terms until such time when you or LOOP terminate the Agreement in accordance with this provision.
12.2 You may terminate this Agreement at any time by sending us an email. If you cancel your Loop Account as a Session Host, any confirmed Session(s) will be automatically cancelled and the appropriate Creative will receive a full refund. If you cancel your Loop Account as a Creative, any confirmed booking(s) will be automatically cancelled and any refund will depend upon the terms of the Session cancellation policy.
12.3 Unless your Country of Residence is the United Kingdom, without limiting our rights specified below, LOOP may terminate this Agreement for convenience at any time by giving you thirty (30) days' notice via email to your registered email address.
12.4 LOOP may immediately, without notice, terminate this Agreement and/or stop providing access to the Loop Platform if (i) you have materially breached your obligations under these Terms, the Payments Terms, our Policies or Standards, (ii) you have violated applicable laws, regulations or third party rights, or (iii) Loop believes in good faith that such action is reasonably necessary to protect the personal safety of LOOP, its Creatives, or third parties (for example in the case of fraudulent behavior of a Member).
12.5 In addition, LOOP may take any of the following measures (i) to comply with applicable law, or the order or request of a court, law enforcement or other administrative agency or governmental body, or if (ii) you have breached these Terms, the Payments Terms, our Policies or Standards, applicable laws, regulations, or third party rights, (iii) you have provided inaccurate, fraudulent, outdated or incomplete information during the Loop Account registration, Session process or thereafter, (iv) you and/or your Session or Session Services at any time fail to meet any applicable quality or eligibility criteria, (v) you have repeatedly received poor Ratings or Reviews or LOOP otherwise becomes aware of or has received complaints about your performance or conduct, (vi) you have repeatedly cancelled confirmed Session or failed to respond to booking requests without a valid reason, or (vii) LOOP believes in good faith that such action is reasonably necessary to protect the personal safety or property of LOOP, its Creartives, or third parties, or to prevent fraud or other illegal activity:
In case of non-material breaches and where appropriate, you will be given notice of any intended measure by LOOP and an opportunity to resolve the issue to Loop’s reasonable satisfaction.
12.6 If we take any of the measures described above (i) we may refund Creatives in full for any and all confirmed bookings that have been cancelled, irrespective of preexisting cancellation policies, and (ii) you will not be entitled to any compensation for pending or confirmed bookings that were cancelled.
12.7 When this Agreement has been terminated, you are not entitled to a restoration of your Loop Account or any of your Creative Content. If your access to or use of the Loop Platform has been limited or your Loop Account has been suspended or this Agreement has been terminated by us, you may not register a new Loop Account or access and use the Loop Platform through a Loop Account of another Creative.
13.1 Notwithstanding the fact that LOOP has no legal obligation to monitor the Creative Content on the Loop Platform, LOOP reserves the right to block, remove or delete any Creative Content at any time, and to limit or restrict access to any Creative Content, for any reason and without liability, including without limitation, LOOP believes in good faith that such Creative Content does or might infringe the rights of LOOP, its Creartives, or third parties, or to prevent fraud or other illegal activity.
13.2 Creatives have full control over Creative Content that is uploaded and Stored on their Loop Account. Creatives any delete any or all Creative Content associated to their Loop Account without notice. LOOP will hold no liability in the event that Creatives are unable to access any Collective Content due to its removal from the Loop Platform.
You expressly understand and agree that to the extent permitted by applicable law, your use of the Loop Platform is at your sole risk, and the Loop Platform and Collective Content is provided on an “as is” and “as available” basis, with all faults. LOOP expressly disclaim all warranties, representations, and conditions of any kind, whether express or implied, including, but not limited to, the implied warranties or conditions of merchantability, fitness for a particular purpose and non-infringement.
14.1 Loop Music make no warranty, representation or condition that: (i) the loop platform will meet your requirements; (ii) your use of the Loop Platform will be uninterrupted, timely, secure or error-free; (iii) the results that may be obtained from use of the Loop Platform, including any information provided in a session, will be accurate or reliable; or (iv) any errors in the Loop Platform will be corrected.
14.2 Any Collective Content, including, but not limited to, any expert sessions, downloaded from or otherwise accessed through the Loop Platform is accessed at your own risk, and you shall be solely responsible for any damage to your property or person, including, but not limited to, your computer system and any device you use to access the Loop Platform, or any other loss that results from accessing such Collective Content.
14.3 The Loop Service may be subject to delays, cancellations and other disruptions. LOOP makes no warranty, representation or condition with respect to services, including but not limited to, the quality, effectiveness, reputation and other characteristics of services.
14.4 No advice or information, whether oral or written, obtained from LOOP or made through the Loop Platform will create any warranty not expressly made herein.
14.5 From time to time, LOOP may offer new “beta” features or tools with which its Creatives may experiment. Such features or tools are offered solely for experimental purposes and without any warranty of any kind, and may be modified or discontinued at Loop’s sole discretion. the provisions of this section apply with full force to such features or tools.
15.1 Unless your Country of Residence is in the EU, you acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to and use of the Loop Platform and Collective Content, your publishing of Sessions or Session Booking via the Loop Platform, your use of any Session Space, participation in any Experience or Event or use of any other Loop Service or any other interaction you have with other Creatives whether in person or online remains with you. Neither LOOP nor any other party involved in creating, producing, or delivering the Loop Platform or Collective Content will be liable for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with (i) these Terms, (ii) from the use of or inability to use the Loop Platform or Collective Content, (iii) from any communications, interactions or meetings with other Creatives or other persons with whom you communicate, interact or meet with as a result of your use of the Loop Platform, or (iv) from your publishing of Sessions or Session Booking, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not LOOP has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose. Except for our obligations to pay amounts to applicable Session Hosts pursuant to these Terms or an approved payment request under the Airbnb Host Guarantee, in no event will Loop’s aggregate liability arising out of or in connection with these Terms and your use of the Loop Platform including, but not limited to, from your publishing Sessions or Session Booking via the Loop Platform, or from the use of or inability to use the Loop Platform or Collective Content and in connection with any Session Service, or interactions with any other Creatives, exceed the amounts you have paid or owe for Session Bookings via the Loop Platform as a Creative in the twelve (12) month period prior to the event giving rise to the liability, or if you are a Session Host, the amounts paid by LOOP to you in the twelve (12) month period prior to the event giving rise to the liability, or one hundred U.S. dollars (£100), if no such payments have been made, as applicable. The limitations of damages set forth above are fundamental elements of the basis of the bargain between LOOP and you.
15.2 If your Country of Residence is in the EU, LOOP is liable under statutory provisions for intent and gross negligence by us, our legal representatives, directors, or other vicarious agents. The same applies to the assumption of guarantees or any other strict liability, or in case of a culpable injury to life, limb, or health. LOOP is liable for any negligent breaches of essential contractual obligations by us, our legal representatives, directors, or other vicarious agents. Essential contractual obligations are such duties of LOOP in whose proper fulfilment you regularly trust and must trust for the proper execution of the contract but the amount shall be limited to the typically occurring foreseeable damage. Any additional liability of LOOP is excluded.
16.1 You agree to release, defend (at Loop’s option), indemnify, and hold LOOP and its affiliates and subsidiaries, including but not limited to, Loop Payments, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your breach of these Terms or our Policies or Standards, (ii) your improper use of the Loop Platform or any Loop Services, (iii) your interaction with any Creatives, use of Session Facility, including without limitation any injuries, losses or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of such interaction, participation or use, (iv) your breach of any laws, regulations or third party rights.
16.2 You agree that the provisions in this section will survive any termination of your Loop Account, the Terms, or your access to the Loop Platform.
17.1 We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Loop Platform (“Feedback“). You may submit Feedback by emailing us, through the “Contact” section of the Loop Platform, or by other means of communication. Any Feedback you submit to us will be considered non-confidential and non-proprietary to you. By submitting Feedback to us, you grant LOOP a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully-paid, sublicensable and transferable right and license to incorporate, use, publish and exploit such Material for any purpose whatsoever, commercial or otherwise, including but not limited to incorporating it in the systems, documentation, or any product or service, without compensation or accounting to you and without further recourse by you.
18. Dispute Resolution
18.1 In the event a dispute arises between you and LOOP, please contact LOOP.
18.2 Any dispute arising from or relating to the subject matter of this Agreement shall be subject to the exclusive jurisdiction of the courts of England and Wales. Use of the Loop Platform is not authorised in any jurisdiction that does not give effect to all provisions of the Agreement, including without limitation, this section.
18.3 Should you have a dispute with one or more Creatives, or an outside party, you release LOOP (and its officers, directors, agents, subsidiaries, joint ventures and employees) from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.
18.4 LOOP, for the benefit of its Creatives, may try to help Creatives resolve disputes. LOOP does so in its sole discretion, and it has no obligation to resolve disputes between Creatives or between Session Hosts and outside parties. To the extent that LOOP attempts to resolve a dispute it will do so in good faith based solely on its this agreement and its policies. LOOP will not make judgments regarding legal issues or claims and some disputes related to financial transactions may ultimately be determined by PayPal or another 3rd Party.
18.5 If you reside in the EU you can access the European Commission’s online dispute resolution platform here: http://ec.europa.eu/consumers/odr. Please note that LOOP is not committed nor obliged to use an alternative dispute resolution entity to resolve disputes with consumers.
20.1 If any provision of these Terms is held to be invalid or unenforceable, such provision will be struck and will not affect the validity and enforceability of the remaining provisions.
20.2 You may not assign, transfer or delegate this Agreement and your rights and obligations hereunder without Loop’s prior written consent. LOOP may without restriction assign, transfer or delegate this Agreement and any rights and obligations hereunder, at its sole discretion, with 30 days prior notice. Your right to terminate this Agreement at any time remains unaffected.
LOOP does not guarantee continuous, uninterrupted access to the Loop Application or Loop Platform, and operation of the Application may be interfered with by numerous factors outside Loop’s control or otherwise.
If any provision of this Agreement is held unenforceable, then such provision will be modified to reflect the parties' intention. All remaining provisions of this Agreement shall remain in full force and effect.
You and LOOP are independent contractors, and no agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by this Agreement.
If you are a Creative, please note that these Terms, their subject matter and their formation, are governed by English law. You and we both agree to that the courts of England and Wales will have non-exclusive jurisdiction.
If you are a Business or Company, these Terms, their subject matter and their formation (and any non-contractual disputes or claims) are governed by English law. We both agree to the exclusive jurisdiction of the courts of England and Wales.
You consent to receive all communications including notices, agreements, disclosure, or other information from LOOP electronically either by email, in your case, to the email address you provide to LOOP (either during the registration process or when your email address changes) or via your Loop Account on the Loop Platform. Notice shall be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, Loop may give you notice by post to the address provided on the Loop Platform. In such case, notice shall be deemed given three days after the date of posting.
You may send notices of a legal nature to Loop’s registered address as detailed at the beginning of these Terms.
Please note that LOOP will deal with all complaints (on valid receipt of your notice) as soon as we can and within a reasonable timeframe.