End User License Agreement

As of 01.08.2019

This agreement (hereinafter – the “Agreement”) is concluded between the Administration and you (the User) (together referred to as “the Parties”), establishes the conditions and rules for use of this website, governs the relations between the Administration and the User and is binding on the Parties.

You (the User) must read the terms of this Agreement before using the Website. Should any of the provisions of this Agreement be unacceptable for you, or you do not agree with the terms in full or in part, or with amendments to the Agreement, you must immediately cease to use the Website. In case you do not understand any provision of this Agreement, please contact a lawyer for legal advice. The Administration is not responsible for the misunderstanding or incorrect interpretation of the Agreement by the User.

I.   GENERAL TERMS AND DEFINITIONS

I.1.   The definitions contained in the Agreement shall be interpreted as follows:

I.1.1.   Administration – STUDIO EVOLUTION UKRAINE LLC, a legal entity under laws of Ukraine, company’s identification code 39834859, location: 65026, Odessa, Polish descent, 11, of. 2, which is the owner of the website.

 

I.1.2.   Use of the website – any action on the Website, including, but not limited to, viewing, downloading web pages, information, video materials, graphic materials in the browser, downloading and copying information from the website, other interaction with the website, etc.

 

I.1.3.   Applicable Law – substantive and procedural laws applicable in Ukraine.

 

I.1.4.   Content of the Website – any and all objects published on the website, including design elements, text, graphic images, illustrations, videos, scripts, programs, code, music, sounds and other objects and their collections, product information (goods and services), advertising, etc.

 

I.1.5.   User – any individual or legal entity which visited and (or) using the Website with or without registration and (or) authorization in the Personal Account.

 

I.1.6.   Personal Account – a section of the Website, access to which is provided to Users who have registered and authorized in the Personal Account, which contains User’s personal information, as well as other personal data, which only the User has the right to publish.

 

I.1.7.   Studio Evolution Products – karaoke-systems, goods, services and (or) other objects proposed or intended to be proposed to consumers by Administration or its associated companies, including but not limited to, with Studio Evolution trademark.

 

I.1.8.   Registration in the Personal Account – a free and voluntary procedure, which involves granting of accurate information about the User set forth hereunder, resulting in the creation of a user account and granting access to the Personal Account.

 

I.1.9.   Website – a website according to Applicable law, including, but not limited to, all data, electronic (digital) information and a collection of web-pages accessed via the Internet address on the domain name www.studio-evolution.ua and its related subdomains.

 

I.1.10.   The Agreement – this End User License Agreement with all amendments and additions and the Privacy and Personal Data Policy.

I.2.   Use of the Website by the User or any other person shall be carried out in accordance with this Agreement.

I.3.   This Agreement is a contract of adhesion according to Article 634 of the Civil Code of Ukraine. Any use of the Website, including, but not limited to, viewing its pages, filling in the registration and interactive forms on the Website by the User means that the User has understood the Agreement and has fully acceded to this Agreement, has agreed to all of its conditions and has undertaken the obligations stipulated by the Agreement, regardless from the fact of familiarization with its text.

I.4.   The User has no right to use the Website and cannot be a party to the Agreement if such User has not reached the age established by Applicable Law or does not have the civil capacity to enter into such type of agreements, or does not fulfill other conditions stipulated by Applicable Law for entering into such type of agreements.

II.   WEBSITE’S RULES OF USE

II.1.   Website Content is intended for free review by users and is provided as is determined at the Administration’s discretion.

II.2.   Access to the Website is provided to the User “as it is” and shall be used at the User’s own discretion and risk. The Administration does not guarantee and is not responsible for the compliance of the Website with the User’s expectations.

II.3.  The Administration allows the User to use the Website for review and informational purposes, which does not stipulate for transfer of any rights for the Content to the User. The User should use the Website for personal and non-commercial purposes only.

II.4.   Access to the Website is provided to the User regardless of Registration and (or) authorization in the Personal Account.

II.5.  Access to the Personal Account is provided to the User who have been registered and authorized in the Personal Account.

II.6.  For Registration in the Personal Account, the User should indicate its first name, surname, e-mail address, location, information about the presence or absence of the purchased Studio Evolution products and a password in the registration form. In case the User owns the Studio Evolution product, the User shall also specify its model, serial number, HWID code and method of use (personal use or use in a club).

II.7.  Registered Users who have been authorized in the Personal Account are given the opportunity to create requests for supplementing the karaoke-catalogue of Studio Evolution Products with expected songs.

II.8.  Users, registered as Studio Evolution Product owners, besides the ability to create requests for supplementing the karaoke-catalogue of Studio Evolution Products with expected songs, also have the option of purchasing Studio Evolution update packages through the Personal Account, viewing information about the User’s Studio Evolution Product, viewing lists of songs available in Studio Evolution karaoke-systems and downloading karaoke catalog.

II.9.   The User, who uses the Studio Evolution product for personal use, as indicated by the User during Registration, is obligated to use the product for non-commercial purposes only.

II.10.   The User who uses the Studio Evolution in the club, as indicated by the User during Registration, is obliged to comply with the Applicable Law, pay the payments provided for by the Applicable Law and be liable for its commercial activity, including the commercial activity associated with the use of Studio Evolution product.

II.11.  The User is responsible for the safety of the data indicated during Registration and password. The Administration shall not be liable for third parties’ illegal access to the User’s Personal Account and data that occurred through no fault of the Administration.

II.12.   For authorization in the Personal Account, the User specifies the login (email address specified during registration) and password.

II.13.   The User confirms and agrees to receive information, including advertising materials from the Administration, in any manner not prohibited by Applicable Law at any time, including, but not limited to, by e-mail, telephone and messages on the Website.

III.   RIGHTS AND OBLIGATIONS OF THE USER

III.1.   The User shall use the Website in order and manner set forth in this Agreement and taking into account the following limitations and restrictions:

III.1.1.   it is prohibited to use the Website for conducting a business or other activities related to attainment of profits without the prior written consent of the Administration;

III.1.2.   it is prohibited to download, store, publish, distribute and provide access to or otherwise use the intellectual property of other persons, contained on the Website, without legal rights for such use;

III.1.3.   it is prohibited to download, store, publish, distribute and provide access to or otherwise use viruses and any other malicious programs while using the Website;

III.1.4.   it is prohibited to publish information and objects on the Website, which may violate the rights or interests of third parties, as well as information that contains threats, discredits, insults, humiliates the honor and dignity or business reputation or violates the privacy of users, third parties or the Administration;

III.1.5.   it is prohibited to change and (or) modify the Website or its parts in any way or manner;

III.1.6.  it is prohibited to carry out or attempt to carry out actions aimed at circumventing, disable or otherwise interfere with any elements related to the security of the Website, which prevents or restrict the use or copying of the Website Content.

III.2.   The User shall have a right to terminate the use the Website at any time, delete the account, unsubscribe from the informational and advertising mailing.

III.3.   The User shall independently monitor amendments to the Agreement. The use of the Website by the User after any amendments made to the Agreement testifies the consent of the User with such amendments, regardless of the fact of familiarization with them. Ignorance of the current terms of the Agreement is no excuse and does not relieve the User from obligations and liability for non-performance or improper performance.

III.4.   User agrees not to violate the rights and legitimate interests of the Administration, other Users, and third parties. User agrees not to violate copyright and related property and non-property rights, using the Website, to comply with Applicable Law on copyright and related rights, to protect intellectual property rights.

III.5.   The User is not entitled to provide access to the Website for third parties through its Personal Account and is responsible for any and all actions on the Website that are carried out from its account or its computer (any other device).

III.6.   The User is not entitled to assign or otherwise transfer its rights and (or) obligations under this Agreement.

III.7.   The User is obliged to comply with the terms of the Privacy and Personal Data Policy and Applicable Law.

IV.   RIGHTS AND OBLIGATIONS OF THE ADMINISTRATION

IV.1.   The Administration has the right to:

IV.1.1.   at its own discretion, at any time, temporarily or permanently restrict or terminate the User’s access to the Website, its individual parts, including the Personal Account, restrict the use of the Website and delete user accounts. Restricting or termination of the User’s access to the Website, deleting its account does not require explanations or notifications from the Administration’s side;

IV.1.2.   at its discretion, at any time, amend and (or) supplement the Agreement without prior notice to the User;

IV.1.3.  at its own discretion, determine the Website Content, place advertising and other materials on the Website and change the Website, its Content or delete it at any time and without notifying the User;

IV.1.4.   analyze, maintain and store the history and statistics of the User’s activity on the Website according to the Privacy and Personal Data Policy;

IV.1.5.   refuse to register the User without explanation;

IV.1.6.  to sell products (goods, services) through the website in the manner and on the terms determined by the Public offer.

IV.2.  The Administration is obliged not to disclose User’s personal data and use it in accordance with the Privacy and Personal Data Policy.

IV.3.  The Administration has the right to transfer, otherwise assign all or part of its rights or obligations under the Agreement to any person at any time without the User’s consent.

V.   WAIVER OF WARRANTIES

V.1.   The Administration does not guarantee the accuracy, reliability, timeliness, and completeness of the Content, information published on the Website.

V.2.   The Administration does not guarantee that the use of the Website will meet the User’s expectations, will be uninterrupted, timely, safe or free from errors. The Administration does not guarantee the correction of any defects or errors of the website.

V.3.  The Administration does not guarantee the security of the Website for the User’s computer (any other device), the absence of harmful programs (codes) or viruses on the Website.

V.4.   The Administration hereby disclaims any and all implied representations and warranties, the provision of which may otherwise be implied regarding the Website and its use.

VI.   LIABILITY AND RELIEF FROM LIABILITY

VI.1.   The Parties shall be liable for breach of the Agreement and bear responsibility prescribed by the Agreement and Applicable Law.

VI.2.  The User is responsible for all actions on the Website performed under its account or from its computer (any other device). The User shall be independently liable and bear responsibility established by Applicable Law to third parties for the violation of their rights or legitimate interests and for losses caused as a result of the User’s actions.

VI.3.  The User is responsible for the provision of corrupt, inaccurate information about the User and its contact information during Registration in the Personal Account, and filling in the appropriate registration and dialogue forms.

VI.4.  The User agrees and accepts that restriction or termination of access to the Website, Personal Account, deleting the User’s account shall not be deemed as a violation of the User’s rights and cannot be the ground for holding the Administration liable. The User exempts the Administration from any type of refunds and compensation for the implementation of rights of the Administration stipulated by this clause of the Agreement.

VI.5.  The Administration is not liable for technical malfunctions, delays in the processing or transmission of data, interruptions in the provision of access to the Website. Under any circumstances, the Administration shall not be liable for losses and costs incurred by the User or probable for the User, as well as for the loss of profits resulting from the activity of the Website, use and/or inability to use the Website by the User.

VI.6.  The Administration is not liable for the loss of login, password or other User’s information, the loss of access to the User’s account, which occurred through no fault of the Administration.

VI.7.  The Administration shall not be held liable for damage caused to the computer or other property of the User, as well as for possible infection with viruses, loss of data resulting from using the Website.

VII.   INTELLECTUAL PROPERTY

VII.1.   The Administration has exclusive rights to the Website and Content of the Website. The Website and its Content are protected by Applicable Law.

VII.2.   All the intellectual deliverables used and published on the Website, as well as the Website itself, are the intellectual property of the Administration, or licensed to the Administration and protected by Applicable Law and by respective international legal rules.

VII.3.  None of the provisions of this Agreement shall be considered as a transfer of exclusive rights to the Content, other intellectual property objects published on the Website and do not entitle the User to use the brand name, trademarks, domain names and other distinctive signs of the Administration. The right to use the brand name, trademarks, domain names and other distinctive marks of the Administration may be granted by written agreement with the Administration only.

VII.4.  The User is granted permission (non-exclusive right) to use the Website, its Content and intellectual property contained on the Website personally for the purpose of familiarization and non-commercial use under a non-exclusive license without any restrictions in time or space (territory).

VII.5.  It is prohibited to use the Website, its Content and intellectual property contained on the Website for commercial purposes without the prior written consent of the Administration.

VII.6.  Any User’s use of intellectual property, published on the Website, including but not limited to, elements of the Website’s visual design, symbols, texts, graphic images, illustrations, photos, videos, programs, music and other objects by the method which is not expressly stipulated hereunder is unlawful and may trigger legal proceedings and bringing the User to civil, economic, administrative and/or criminal liability in accordance with Applicable Law.

VII.7.  None of the intellectual deliverables or content items published on the Website can be copied (reproduced), revised, distributed, displayed in a frame, published, downloaded, transmitted, sold or otherwise used in whole or in part, without the prior permission of the Administration except when the Administration explicitly expressed its consent to its free use by any person.

VII.8.  The Administration reserves the right to remove any intellectual property objects from the Website at any time without notifying the User.

VII.9.   Any trademarks, labels, and names of goods (services), and organizations, the rights to design, copyright and related rights that are mentioned, used or quoted on webpages of the Website belong to the Administration or its legal owners, and their use on the Website allows no room for any other use of the aforementioned pieces of intellectual property.

VIII.   INTERACTION WITH OTHER RESOURCES

VIII.1.   The Administration may provide links to websites, products or services of third parties and other objects, including articles, photos, illustrations, graphics, music, sounds, videos, information, applications, programs, etc., belonging to or coming from third parties.

VIII.2.   The Administration shall not be responsible for verification of third parties, their websites, products or services. The Administration is not responsible for the websites, products or services of third parties, their availability, accuracy, security, and reliability.

VIII.3.  The User can use third parties’ websites at its own risk.

IX.   APPLICABLE LAW AND DISPUTE RESOLUTION

IX.1.   All legal relations related to determination of the rights and obligations of the Parties under this Agreement, validity, performance and termination of the Agreement, interpretation of its terms, determination of consequences of invalidity or violation of the Agreement, assignment of rights of claim hereunder shall be governed by this Agreement and the Applicable Law.

IX.2.   The Parties are obliged to take all measures to resolve disputes and controversies that may arise during the execution of the Agreement through bilateral negotiations and consultations. If it is impossible to resolve the dispute out of court, the Parties shall have the right to appeal to the court for the protection of their rights or interests.

IX.3.  All disputes, controversies or claims arising under this Agreement, or in connection with it, including its interpretation, execution, violation, termination or invalidity, shall be adjudicated in a court in accordance with the rules of territorial and substantive jurisdiction established by the Applicable Law.

X.   PRIVACY POLICY AND DATA PROCESSING

X.1.   The Parties are obliged to adhere to the Privacy and Personal Data Policy.

XI.   MISCELLANEOUS

XI.1.  This Agreement is valid from the date of its publishing on the Website and is freely available to the User.

XI.2.  This Agreement is concluded for the uncertain term and shall apply to the User since the first use of the Website, any of its elements or capabilities, viewing its pages, filling in the registration and dialogue forms on the Website.

XI.3.  All other matters not covered by the Agreement shall be governed by the Applicable Law.

XI.4.   The invalidity or impracticability of any provision of the Agreement shall not affect the validity or feasibility of its other provisions. In case of recognition by a court or other body of the competent jurisdiction of any clause of this Agreement invalid and/or such that has no legal force, the remaining clauses of the Agreement shall retain full legal force and validity.

XI.5.  The Administration reserves the right to amend the Agreement at any time. Such amendments shall take effect from the moment they are published on the Website. Amendments to the Agreement may be introduced in a separate addendum or restated in a new edition.

XI.6.  Complaints, suggestions, and claims of the User related to the operation of the Website shall be sent to the email address: info@studio-evolution.com

XI.7.   The Agreement is available in Ukrainian, Russian and English versions. In case of discrepancies between the versions, the Ukrainian shall prevail.