Terms and Conditions


Effective Date: 2021-02(Feb)-19


1                               OUR INVITATION TO YOU


1.1                      Welcome. Welcome to Muze Frame (“us”, “we”, “ours”)! Our products and services are provided by Shagbark LLC. We invite you to access our websites and our products and services and applications (including mobile applications, the “Applications”) (the web sites, products, services and applications collectively, the “System”), but please note that your invitation is subject to your review and agreement with these Terms of Service, and our other policies:

(a)                        our Privacy Policy at www.muzeframe.com/privacy, and

(b)                       the warranty that came with your product

(collectively with all other operating rules, policies and procedures that we may publish on this website or in any of our applications, the “Terms”)


1.2                      Additional Terms. Certain portions of the System may be subject to additional terms and conditions specified by us from time to time elsewhere in the System and your use of such portions of the System is subject to those additional terms and conditions. Ourproducts have individual warranties and in the case of software, terms of use. In the event of a conflict between the additional terms and conditions and any provision in these Terms, the additional terms will prevail, but only with respect to the portion of the System to which the additional terms apply.




2                               ELIGIBILITY OF USERS


2.1                      In General. We may, in our sole discretion, refuse to offer the System to any person or entity and change our eligibility criteria at any time. You are solely responsible for ensuring that these Terms are in compliance with all laws, rules and regulations applicable to you and the right to access the System is revoked where these Terms or use of the System is prohibited or to the extent offering, sale or provision of the System conflicts with any applicable law, rule or regulation.


2.2                      Age Requirements. You must be at least 13 years old to use the System. If you are under 18, you represent that you have your parent or guardian’s permission to use the System. Please have them read this Agreement with you. If you are a parent or legal guardian of a user under the age of 18, by allowing your child to use the System, you are subject to the terms of this Agreement and responsible for your child’s activity on the System.


2.3                      Businesses. If you are using the System on behalf of a company or organization, you represent that you have authority to act on behalf of that entity, and that such entity accepts this Agreement.


3                               YOUR ACCOUNT


3.1                      Your Account. To sign up for the System, you must create an “Account” by registering for an Account on the System or logging in through third party accounts like your Facebook or Google account (a “Third Party Account”) using your account on thoseservices.

3.1.1              You must provide accurate and complete information and keep your Account information updated. You shall not:

(a)                        create an Account or use the System if you have been previously removed or banned by us from any part of the System;

(b)                       select or use as a username a name of another person with the intent to impersonate that person;

(c)                        use as a username a name subject to any rights of a person other than you without appropriate authorization; or

(d)                       use, as a username, a name that is otherwise offensive, vulgar or obscene.

3.1.2              We reserve the right in our sole discretion to suspend or terminate your Account and refuse any and all current or future use of the System (or any portion thereof) at any time for any reason. You agree that we will not be liable to you or to any third party for any suspension or termination of your Account or any refusal by us of any use of the System (or any portion thereof).

3.1.3              Information on your profile may include information and content you provide and/or upload as well as information we collect from your account with Third Party Accounts (“Profile Information”). We reserve the right in our sole discretion to remove Profile Informationat any time for any reason. You agree that we will not be liable to you or to any third party for such removal.


3.2                      Account Security.

3.2.1              You are solely responsible for the activity that occurs on your Account, and for keeping your Account password secure. You may never use another person’s user account or registration information for the System without permission. You must notify us immediately ofany change in your eligibility to use the System (including any changes to or revocation of any licenses from state authorities), and any breach of security or unauthorized use of your Account. You should never publish, distribute or post login information for your Account. You can delete your Account, either directly or through a request made to us.

3.2.2              We care about the security of our users. While we work to protect the security of your content and account, we 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.


3.3                      Use of Third Party Accounts. By logging in through your Third Party Account, you permit us to access certain information from such Third Party Account for use by the System and you represent that you are entitled to grant us such access without breach by you ofany Third Party Account terms and conditions and without obligating us to pay any fees or making us subject to any usage limitations. By granting us access to your Third Party Account, you understand that we may access, make available, and store any information, content, or other materials that you have provided to or stored in your Third Party Account (“Third Party Account Content”) accessible through the System so that it is available on your Account. You may control the amount of information that is accessible to us by adjusting your Third PartyAccount privacy settings. Unless otherwise specified in these Terms, all Third Party Account Content will be deemed your User Content (defined elsewhere) for all purposes of these Terms. PLEASE NOTE THAT YOUR RELATIONSHIP WITH EACH THIRD PARTY ACCOUNT IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD


YOU HAVE SET IN THE THIRD PARTY ACCOUNT. We makes no effort to review any Third Party Account

Content for any purpose, including but not limited to, for accuracy, legality or noninfringement, and we are not responsible for any Third Party Account Content.


3.4                      Communications. You agree that we may communicate with you by any email or text messaging number that you have provided us. You agree that texts, calls or prerecorded messages may be generated by automatic telephone dialing systems. Communications fromus may include but are not limited to: operational communications concerning your account or use of the System, updates concerning new and existing features on the System, communications concerning promotions run by us or our third- party partners, and news concerning us andindustry developments. Standard text messaging charges applied by your cell phone carrier will apply to text messages we send.


3.5                      Closing Your Account. You may deactivate your Account with us at any time, for any reason (or no reason), and you don’t even have to give us notice.


3.6                      Your Demise. We pledge to protect the privacy of your User Content will continue, even after your death or incapacity. If you wish to enable someone to have access to your Account after you are no longer able to provide them access, you need to implement a process for providing your Account information to them. We will not provide your Account information to anyone, even next of kin, unless we determine that we are legally obligated to do so.


4                               BUYING OUR PRODUCTS


4.1                      Your Information. If you wish to place an order for products available on the System, you may be asked to supply certain information relevant to your order including, without limitation,

(a)                        your name,

(b)                       your email,

(c)                        your phone number,

(d)                       your credit card number, the expiration date of your credit card, your billing address, and

(e)                        your shipping information.


4.2                      Authority. You represent and warrant that:

(a)                        you have the legal right to use any credit or debit card(s) or other payment method(s) in connection with any order; and that

(b)                       the information you supply to us is true, correct and complete.

By submitting such information, you grant us the right to provide the information to payment processing third parties for purposes of facilitating the completion of your order.


4.3                      Our Order Cancellation Policy. We reserve the right to refuse or cancel your order at any time for certain reasons including but not limited to:

(a)                        product availability;

(b)                       errors in the description or prices for products; and

(c)                        errors in your order.

We reserve the right to refuse or cancel your order if we suspect fraud or that your payment is unauthorized or illegal.


4.4                      Your Order Cancellation Rights. Your can cancel your order at any before we arrange shipment. If we have billed you, but we can still stop the shipment, then we will stop the shipment and refund your payment. If we cannot stop the shipment, then you will have to return the product in accordance with our return policy here: Return within 30 days.


4.5                      Changes in Products, Prices and Terms.

(a)                        We are constantly updating our offerings of products on the System. The products available on the System may be mispriced, described inaccurately, or unavailable, and we may experience delays in updating information regarding the products on the System and inour advertising on other websites. We do not guaranty that any product on the System is actually available at the time of your order or is accurately described, and we reserve the right to make corrections, additions and deletions at any time without notice, and to cancel any orders of such products.

(b)                       We reserve the right to revise out prices at any time prior to accepting an order.

(c)                        We may change the price of a product subsequent to accepting an order in the event of any occurrence affecting delivery caused by government action, variation in customs duties, increased shipping charges, higher foreign exchange costs and any other matter beyond our control. In that event, you will have the right to cancel your order.


4.6                      Shipping.

We will ship anywhere our customary shipping services (i.e. UPS, USPS, Fedex, DHL, etc.) will deliver to. We do not provide information about customs and international fees or applicable local laws. You are responsible for researching and paying charges for customs andinternational delivery, and compliance with local laws. Title to and risk of loss for the Products passes to you upon delivery of the Products by us to the common carrier for delivery. All time frames provided by us, whether verbally or in writing, are good faith estimates of theexpected delivery date for the Products based on information provided to us by the shipper. We will do our best to ship when we state we will but disclaim any liability (including consequential damages) for late or missing shipments. We disclaim responsibility for shipping delays caused by acts or conditions beyond our control, including any failure by the shipper, weather, God, war or terrorism, strikes, embargoes, etc.


5                               RETURNING OUR PRODUCTS


5.1                      Returning an Order. Products can be returned only if the products

(a)                        were purchased in the last 30 days and

(b)                       are returned is in the same condition as you received them.

You must also include all of the products instructions, documents and wrappings. Products that are damaged or not in the same condition as you received them or which are worn simply beyond opening the original packaging cannot be returned. You should therefore takereasonable care of the purchased goods while they are in your possession.


5.2                      Products You Can’t Return. You can’t return the following products:

(a)                        products made to your specifications or clearly personalized.

(b)                       products that according to their nature are not suitable to be returned, deteriorate rapidly or where the date of expiry is over.

(c)                        products that are not suitable for return due to health protection or hygiene reasons and were unsealed after delivery.

(d)                       products that are, after delivery, according to their nature, inseparably mixed with other items.

(e)                        products which consist of digital content.

(f)                         products that were on sale.


5.3                      Failure to Comply. We reserve the right to refuse returns of any product that does not meet the above return conditions in our sole discretion.


5.4                      Refunds. We will reimburse you no later than 14 days from the day on which we receive the returned products. We will use the same means of payment as you used for the order, and you will not incur any fees for such refund.


5.5                      Returning Goods. You are responsible for the cost and risk of returning products to us. You should send the Goods at the following address:


Muze Frame

35 Frost Street

Brattleboro, VT 05301


We disclaim responsibility for products damaged or lost in return shipment. We recommend an insured and trackable mail service.


5.6                      Exchanges. If you need to exchange a defective or damaged product for the same product , contact us at orders@muzeframe.com.


5.7                      Gifts. If the product was marked as a gift when purchased and then shipped directly to you, you’ll receive a gift credit for the value of your return. Once the returned product is received, a gift certificate will be mailed to you. If the product wasn’t marked as a gift when purchased, or the gift giver had the product shipped to themselves to give it to you later, we will send the refund to the gift giver.

5.8                      Contact Us. If you have any questions about our Returns and Refunds Policy, please contact us: By email: orders@muzeframe.com

By visiting this page on our website: Return within 30 days


6                               PRODUCT WARRANTY


6.1                      One Year Warranty. Our products are covered under our manufacturer's one year (the “Warranty Period”) all-inclusive warranty from the date of purchase for the original owner against all manufacturing defects. We warrant our products, including all individual components, against defects in material or workmanship. This is the only warranty and we give no other guarantee, warranty, or condition. No one else may give any guarantee, warranty, or condition on our behalf. IF YOUR JURISDICTION’S LAW GIVES YOU ANY IMPLIED WARRANTY, INCLUDING AN IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ITS DURATION IS LIMITED TO THE WARRANTY PERIOD. Some Jurisdictions do not allow limitations on how long an implied warranty lasts, so this limitation may not apply toyou.


6.2                      Coverage.

6.2.1              What We Cover. Our warranty covers the physical components of our products. We warrant them to be free from manufacture defects in materials and/or workmanship for the Warranty Period.

6.2.2              What We Do Not Cover. We do not cover

(a)                        any subsequent owner of the Product,

(b)                       normal wear and tear,

(c)                        failure to follow instructions in the owner’s manual, acts of God, accident, misuse, neglect, abuse, commercial use, alterations, modification, improper assembly, wear and tear, installation of parts or accessories not originally intended or compatible with the product as sold, operator error, water damage, or physical abuse,

(d)                       damage to the battery caused by power surges, use of an improper charger, improper maintenance other misuse, or water damage, or

(e)                        return shipping.


6.3                      What Will We Do to Correct Problems with Your Product? Once your return is received and inspected, we will send you an email to notify you that we have received your returned item. We will also notify you of the approval or rejection of your return. If you are approved, then your refund, exchange or store credit will be processed. For refunds, a credit will automatically be applied to your credit card or original method of payment, within 2-5 days. We do offer exchanges within the US, but we don't offer any exchanges forinternational orders, however you can receive a refund or store credit, so you can replace the order for the item you would like in exchange. If a store credit is requested, a promo code will be issued to you via email. Your store credit is easily applied during checkout of your next order.


6.4                      Claims. All claims to this warranty must be made through support@muzeframe.com. Proof of purchase is required with any warranty request. Before making a warranty claim, we suggest that you contact our technical support team at support@muzeframe.com as there may be a simple fix for your problem.


6.5                      Shipping Damage Claims. IMMEDIATELY inspect your product(s) for damage. Freight damage claims are extremely time sensitive. We will not accept Freight damage claims later than 30 days from receipt of product. Note any damage to your Product on the Bill ofLading before you and the driver sign-off on the shipment. Take pictures of any damage that is found, and date the images when possible. Keep all packaging and paperwork until the inspection process is complete. Whenever possible, report damage claims tosupport@muzeframe.com claims within 10 days of delivery to you.





7                               SUBSCRIBING TO OUR SERVICES


7.1                      Subscription period.

(a)                        The Service or some parts of the Service are available only with a paid Subscription. You will be billed in advance on a recurring and periodic basis (such as daily, weekly, monthly or annually), depending on the type of Subscription plan you select when purchasing the Subscription.

(b)                       At the end of each period, your Subscription will automatically renew under the exact same conditions unless you cancel it at least 24 hours before the renewal date, or the Company cancels it.


7.2                      Subscription cancellations.

(a)                        You may cancel your Subscription renewal either through your Account settings page or by contacting the Company. You will not receive a refund for the fees you already paid for your current Subscription period and you will be able to access the Service until the end of your current Subscription period.

(b)                       If the Subscription has been made through an In-app Purchase, you can cancel the renewal of your Subscription with the “Application Store” (Apple App Store, Google Play Store, etc.) from which the Application was downloaded.


7.3                      Billing.

(a)                        You shall provide the Company with accurate and complete billing information including full name, address, state, zip code, telephone number, and a valid payment method information.

(b)                       Should automatic billing fail to occur for any reason, the Company will issue an electronic invoice indicating that you must proceed manually, within a certain deadline date, with the full payment corresponding to the billing period as indicated on the invoice.

(c)                        If the Subscription has been made through an In-app Purchase, all billing is handled by the Application Store and is governed by the Application Store’s own terms and conditions.


7.4                      Fee Changes.

(a)                        The Company, in its sole discretion and at any time, may modify the Subscription fees. Any Subscription fee change will become effective at the end of the then-current Subscription period.

(b)                       The Company will provide you with reasonable prior notice of any change in Subscription fees to give you an opportunity to terminate your Subscription before such change becomes effective.

(c)                        Your continued use of the Service after the Subscription fee change comes into effect constitutes your agreement to pay the modified Subscription fee amount.


7.5                      Refunds.

(a)                        Except when required by law, paid Subscription fees are non-refundable. Certain refund requests for Subscriptions may be considered by the Company on a case-by-case basis and granted at the sole discretion of the Company.

(b)                       If the Subscription has been made through an In-app purchase, the Application Store’s refund policy will apply. If you wish to request a refund, you may do so by contacting the Application Store directly.


7.6                      Free Trial.

(a)                        The Company may, at its sole discretion, offer a Subscription with a Free trial for a limited period of time. You may be required to enter your billing information in order to sign up for the Free trial. If you do enter your billing information when signing up for a Free Trial, you will not be charged by the Company until the Free trial has expired.

(b)                       On the last day of the Free Trial period, unless you cancelled your Subscription, you will be automatically charged the applicable Subscription fees for the type of Subscription you have selected.

(c)                        At any time and without notice, the Company reserves the right to

(i)                          modify the terms and conditions of the Free Trial offer, or

(ii)                       cancel such Free trial offer.


7.7                      Groups. Your subscription includes group features, which allow other users of the system to post pictures to groups that you set up. The subscription fee includes a data limit on the data used by the pictures uploaded to your groups. Once the free limit of such data is reached, you must either subscribe to a paid account or delete pictures. You are free to transfer control of a group to another user, in which case the data limits and usages are transferred to the new group owner.


8                               IN-APP PURCHASES

(a)                        The Application may include In-app Purchases that allow you to buy products, services or Subscriptions. More information about how you may be able to manage In-app Purchases using your Device may be set out in the Application Store’s own terms and conditionsor in your Device’s Help settings.

(b)                       In-app Purchases can only be consumed within the Application.


(c)                        If you make a In-app Purchase, that In-app Purchase cannot be cancelled after you have initiated its download. In-app Purchases cannot be redeemed for cash or other consideration or otherwise transferred.

(d)                       If any In-app Purchase is not successfully downloaded or does not work once it has been successfully downloaded, we will, after becoming aware of the fault or being notified to the fault by you, investigate the reason for the fault. We will act reasonably in decidingwhether to provide you with a replacement In-app Purchase or issue you with a patch to repair the fault. In no event will We charge you to replace or repair the In-app Purchase. In the unlikely event that we are unable to replace or repair the relevant In-app Purchase or are unable to do so within a reasonable period of time and without significant inconvenience to you, We will authorize the Application Store to refund you an amount up to the cost of the relevant In-app Purchase. Alternatively, if you wish to request a refund, you may do so by contacting the Application Store directly.

(e)                        You acknowledge and agree that all billing and transaction processes are handled by the Application Store from where you downloaded the Application and are governed by that Application Store’s own terms and conditions.

(f)                         If you have any payment related issues with In-app Purchases, then you need to contact the Application Store directly.


9                               PAYING FOR PRODUCTS AND SERVICES


9.1                      Payments. You agree to pay the amounts charged (“Charge”) for products, services and the use of the System. You will be notified in advance of your Charges before payment is due. Your Charge may vary from what is posted on the System.


9.2                      Payments System. We use a third-party payment processor (the “Payment Processor”) to allow you to pay for use of the System or products purchased through the system. The processing of payments are subject to the terms, conditions and privacy policies of the Payment Processor in addition to these Terms. We are not responsible for errors by the Payment Processor. By choosing to purchase goods and services through the System, you agree to pay through the Payment Processor, all charges at the prices then in effect for your purchasein accordance with the applicable payment terms and you authorize us, via the applicable Payment Processor, to charge your chosen payment provider (“Payment Method”). Such charges for your purchase may include shipping fees, state and local sales tax, the amount of which varies due to factors including the type of item purchased and your location or the shipping destination. You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that the Payment Processor makes even if it has already requested or received payment.


9.3                      Payment Method. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method. If we, via the PaymentProcessor, do not receive payment from you, you agree to pay all amounts due on your applicable purchase upon demand.




10                         PROMOTIONS


10.1                 Promotional Codes. We may from time to time offer promotional codes which may apply in respect of any, or certain specified, purchases made through the System. Promotional codes are subject to the following:

(a)                        The conditions of use relating to any promotional code will be specified at the time of issue.

(b)                       Only one promotion code can be used per order.

(c)                        A promotional code can’t be used after an order has been placed.

(d)                       A promotional code cannot be exchanged for cash.

(e)                        A promotional code can be cancelled by us at any time without notice to you.

(f)                         If the promotional code has expired, then you shouldn’t try to use it. Also you can’t swap your promotional code for cash.

(g)                       If you’ve been given a promotional code, then it can only be used by you on your own account for the purpose for which it was issued.

(h)                       You shouldn’t pass your promotional code around your friends, or post it in a forum – you should keep it confidential and only use it for your own purchases through the System.

(i)                          Look after your promotional code, because we are not obliged to provide you with a replacement and abuse of the code if it inadvertently gets lost and used by someone else will result in its cancellation.

(j)                          Supplier or product category exclusions may also apply.

(k)                       We will let you know if the promotional code can’t be used against certain suppliers or product categories before you complete your purchase.

(l)                          Don’t use a promotional code to buy discounted products from US, and then sell them on for a higher price to make yourself a bit of extra money.

If you do use your promotional code in any of the ways listed above or in a way that we consider abuses the spirit in which the promotional code was issued, then we can cancel or withdraw your promotional code at any time, and without letting you know beforehand.


10.2                 Gift Vouchers. Once a gift voucher has been locked to an individual’s account, the gift voucher becomes their property. After a gift voucher has been locked to an individual’s account, we reserve the right to refuse to discuss the gift voucher further with the individualwho initially purchased it. Gift vouchers are valid for the time stated or 24 months or the time stated, and you don’t have to spend them all at once.


10.3                 Special Offers/referrals. From time to time we may offer you special offers for referring other users to the System. In order to participate in such special offers, you must log in to your account on the System, and receive a custom link for the special offer.

(a)                        You may forward the custom link to any number of individuals who are not presently registered users of the System (“Referee”).

(b)                       There is no limit to the number of referrals that you can make, nor the cumulative credits that you may receive through such special offer, unless otherwise indicated on the System.

(c)                        For each Referee that follows the custom link sent by your and registers for the System, and then makes a qualifying purchase using that newly created account, we will automatically credit you account with the specific amount of that particular special offer.

(d)                       All Referees must be first-time recipients of the offer to join the System, and multiple referrals to the same individual will be disregarded.

(e)                        We reserves the right to not issue to you or Referee and reserve the right to revoke from you and Referee the special offer at our discretion for any reason or for no reason whatsoever.

(f)                         Unless otherwise specified on the System, all credits issued pursuant to such special offers, for both you and Referee, shall automatically expire after 12 months if not used.

(g)                       In order to be eligible to receive special offers, we may require you or Referee to have a valid credit card on file in your account or Referee’s account.


(h)                       If we determine that you or Referee is attempting to obtain unfair advantage or otherwise violate the terms or spirit of such special offer, we reserve the right to

(i)                          revoke any credits issued to either you or Referee, and/or

(ii)                       charge your credit card or Referee’s credit card for any credits used by you or Referee prior to such revocation and for any credits issued by us to you or Referee.

We reserve the right to modify or terminate any special offers at any time. All special offers are subject to any other terms, conditions and restrictions set forth on the System or presented in connection with the special offer.


11                         USER CONTENT.


11.1                 Definitions. The term “Content” includes, without limitation, information, data, text, photographs, videos, audio clips, written posts and comments, software, source code, scripts, graphics, and interactive features generated, provided, or otherwise made accessible on or through the System. The term “User Content” includes, without limitation, all Content added, created, uploaded, submitted, distributed, or posted to the System by users, whether publicly posted or privately transmitted.


11.2                 Responsibility for User Content.

(a)                        User Content is the sole responsibility of the person who originated such User Content.

(b)                       You represent that all User Content provided by you is provided in compliance with all applicable laws, rules and regulations. You acknowledge that all Content, including User Content, accessed by you using the System is at your own risk and you will be solelyresponsible for any damage or loss to you or any other party resulting therefrom.

(c)                        We do not guarantee that any Content you access on or through the System is or will continue to be accurate or lawfully provided.

(d)                       We are not obligated to backup any User Content, and your User Content may be deleted at any time without prior notice. You are solely responsible for creating and maintaining your own backup copies of your User Content if you desire.

(e)                        We disclaim responsibility or liability for the deletion, accuracy or lawfulness of any User Content; the failure to store, transmit, or receive transmission of User Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the System.

(f)                         You acknowledge that we have no obligation to pre-screen User Content, although we reserve the right in our sole discretion to pre-screen, refuse, or remove any User Content at any time for any reason or no reason.

11.2.2 We reserve the right, but disclaim the obligation, to, in our sole discretion,

(a)                        determine whether or not any User Content is appropriate and complies with the Terms,

(b)                       refuse or remove User Content, and

(c)                        make formatting and edits and change the manner any User Content.

We can also limit or revoke the use of the Service if you post such objectionable User Content. As we cannot control all content posted by users and/or third parties on the Service, you agree to use the Service at your own risk.


11.3                 Notices and Use Restrictions. The System may contain Content specifically provided by us, our suppliers, partners or our users and such Content is or may be protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. You shall abide by and maintain all copyright notices, information, and restrictions contained in any Content accessed through the System.


11.4                 Your License. Subject to these Terms, we grant each user of the System a worldwide, non-exclusive, non-sublicensable and non-transferable license to use (i.e., to download and display locally) Content solely for purposes of using the System. Use, reproduction,modification, distribution or storage of any Content for other than purposes of using the System is expressly prohibited without prior written permission from us. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way that violates any third party right.


11.5                 Our License. By submitting User Content through the System, you hereby do grant us a worldwide, non-exclusive, perpetual, royalty-free, fully paid, sublicensable and transferable license to use, edit, modify, truncate, aggregate, reproduce, distribute, prepare derivativeworks of, display, perform, and otherwise fully exploit the User Content provided by you in connection with the System and our (and our successors’ and assigns’) businesses, including without limitation for promoting and redistributing part or all of the System (and derivative works thereof) in any media formats and through any media channels (including, without limitation, third party websites and feeds), and including after your termination of your Account or the System. You also hereby do grant each user of the System a non-exclusive,perpetual license to access your User Content that is available to such user through the System, and to use, edit, modify, reproduce, distribute, prepare derivative works of, display and perform such User Content, including after your termination of your Account or the System. Forclarity, the foregoing license grants to us and our users does not affect your other ownership or license rights in your User Content, including the right to grant additional licenses to your User Content. You represent and warrant that you have all rights to grant such licenses to us andour users without infringement or violation of any third party rights, including without limitation, any privacy rights, publicity rights, copyrights, trademarks, contract rights, or any other intellectual property or proprietary rights.


11.6                 Availability of Content. We do not guarantee that any Content will be made available through the System. We reserve the right to, but do not have any obligation to,

(a)                        remove, edit or modify any Content in our sole discretion, at any time, without notice to you and for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content or if we are concerned that youmay have violated these Terms), or for no reason at all, and

(b)                       to remove or block any Content from the System.


11.7                 Enforcement. We reserve the right (but have no obligation) to review any User Content, and to investigate and/or take appropriate action against you in our sole discretion if you violate these Terms or otherwise create liability for us or any other person. Such action may include removing or modifying your User Content, terminating your Account, and/or reporting you to law enforcement authorities.


11.8                 Retention of your Content. Following termination or deactivation of your account, or if you remove any User Content, we may retain your User Content permanently. Furthermore, we and our users may retain and continue to use, store, display, reproduce, re-pin, modify,create derivative works, perform, and distribute any of your User Content that other users have stored or shared through us.


11.9                 Content Provided by Other Parties.

11.9.1         The System may contain User Content provided by other users. We are not responsible for and disclaim any responsibility to control such User Content. We have the right, but no obligation to review or monitor such User Content. We do not approve, endorse or make any representations or warranties with respect to such User Content. You use all such User Content at your own risk.

11.9.2         Content provided by third-parties (“Third Party Content”), such as third-party advertisements and promotional content, may be deemed offensive, indecent, or objectionable, may not be identified as having explicit language, may contain links or references to objectionable material and may be inaccurate, incomplete, untimely, invalid, illegal, or of poor quality. You agree to use the System at your sole risk and agree that we have no liability to you for such Content.


11.9.3         Third-Party Content may not be available in all languages or in all countries. We make no representation that such Content is appropriate or available for use in any particular location. To the extent you choose to access such Content, you do so at your own initiativeand are responsible for compliance with any applicable laws.


11.10           Advertising. Some portions of the System are supported by advertising revenue and may display advertisements and promotions, and you hereby agree that we may place such advertising and promotions on the System or on, about, or in conjunction with your Content. The manner, mode and extent of such advertising and promotions are subject to change without specific notice to you. You acknowledge that we may not always identify paid services, sponsored content, or commercial communications as such.


11.11           Viruses, etc. We disclaim liability for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the System or to your downloading of any material posted on it, or on any website linked to it.


12                         SYSTEM USE LICENSE


12.1                 License Grant to You. Subject to your compliance with these Terms, we grant to you a limited, revocable, non-exclusive, non-transferable license, without the right to sublicense, to use the System solely for your private, personal, non-commercial use, in which case, we describe our license to you below.


12.2                 Restrictions on You. Except as expressly specified in these Terms, you shall not

(a)                        modify, or make derivative works of, disassemble, reverse compile or reverse engineer any part of the System;

(b)                       license, transfer, sell, rent, lease, distribute, assign, host, sublicense or otherwise commercially exploit the System, in whole or in part;

(c)                        frame or utilize framing techniques to enclose any trademark, logo, or other portion of the System (including images, text, page layout, or form);

(d)                       use any metatags or other “hidden text” using our name or trademarks;

(e)                        access the System in order to build a similar or competitive website or service or product;

(f)                         copy, reproduce, distribute, republish, download, display, post or transmit any part of the System in any form or by any means; or

(g)                       remove or destroy any copyright notices or other proprietary markings contained on or in the System. You will comply with any technical restrictions in the System that allow you to use the System only in certain ways. Any unauthorized use of the System terminates the licenses granted by us pursuant to these Terms. We makes no representation that the System are appropriate for use in locations other than the United States.


12.3                 U.S. Government Users. The System and the products and related documentation are “commercial items” as that term is defined in US government regulations, consisting of “commercial computer software” and “commercial computer software documentation,”respectively, as such terms are used in said regulations. If the System and related documentation are being acquired by or on behalf of the U.S. Government, then, as provided in said regulations, the U.S. Government’s rights in the System and related documentation will be only those specified in these Terms.


12.4                 Export Control. The System and the products may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, reexport, or transfer, directly or indirectly, any technical data acquired from the System, or any products utilizing such data, in violation of the United States export laws or regulations or the laws or regulations of any other country.


12.5                 Non U.S. Residents.

12.5.1         The information provided by the System and the sale of products 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 us to any registration requirement within such jurisdiction or country. We reserve the right to limit the availability of the System or any portion of the System and the products to any person, geographic area, or jurisdiction, at any time and in our sole discretion, and to limit the quantities of any content, program, service or other feature that we provide.

12.5.2         The System is available worldwide, but our data processing operations take place in the United States. If you use the System, you acknowledge that you may be sending electronic communications (including your personal account information), through computer networks owned by us and third parties located in the United States and other countries. As a result, your use of the System will likely result in interstate and possibly international data transmissions, and your use of the System shall constitute your consent to permit suchtransmissions.


12.6                 Modification.

12.6.1         We reserve the right, at any time, to modify, suspend, or discontinue the System (in whole or in part) with or without notice to you. You agree that we will not be liable to you or to any third party for any modification, suspension, or discontinuation of the System or any part thereof. By continuing to access or use the System after we have posted a modification on the System you are indicating that you agree to the modification. If the modifications are not acceptable to you, your only recourse is to cease using the System.

12.6.2         In connection with any modification of the System, we may automatically download software updates on your computers and devices from time to time with the intention of improving, enhancing, repairing and/or further developing the System. We will endeavor toprovide you with the option of whether or not to install the update; however, in certain circumstances (e.g., security risks), we may require you to install the update to continue accessing the System. In all cases, you agree to permit us to deliver these updates to you (and you to receive them) as part of your use of the System.


12.7                 Ownership. Excluding any User Content that you may provide, you acknowledge that

(a)                        the System are and will remain our sole property and is subject to protection under U.S. and foreign copyright laws, and

(b)                       all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the System and content made available through the System are owned by us or our licensors or suppliers.

Our names, logo, trademarks and the product names associated with the System belong to us (or our licensors or suppliers, where applicable), and no right or license is granted to use them by implication, estoppel or otherwise. Neither these Terms nor your access to the Systemtransfers to you or any third party any rights, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in these Terms.


12.8                 General Availability. We will generally make the System available continuously. However, we will, from time to time, make the System unavailable for maintenance and upgrades, and we reserve the right to make the System unavailable for any reason. You agree thatwe have no liability for any damages whatsoever arising from any interruption, suspension or termination of the operation of the System.


12.9                 The Internet. The System is subject to the limitations and delays inherent in the use of the Internet, telephone service providers and software. You agree that we are not responsible for any damages resulting from such limitations and delays.


12.10           Third Party Services.

12.10.1   We may from time to time engage certain affiliates or other third parties to provide technical services or other systems relating to all or part of the System, and you hereby agree that such third party involvement is acceptable.

12.10.2   The System also contain links to other websites, which are not operated by us (the “Linked Sites”). We have no control over the Linked Sites and accepts no responsibility for them or for any loss or damage that may arise from your use of them. Your use of the LinkedSites is subject to the terms of use and service contained within each such site.

12.10.3   If you access or download the System from a separate distribution platform, then you acknowledges and agree that additional terms and conditions may apply to the Software.


12.11           Feedback. We welcome and encourage you to provide feedback (“Feedback”), comments and suggestions for improvements to the System and the products. You may submit Feedback by emailing us, through the “Contact” section of the System, or by other means of communication. You acknowledge and agree that all Feedback you give us will be our sole and exclusive property and you hereby irrevocably assign to us all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright,trade secret, moral and other proprietary or intellectual property rights therein, and waive any moral rights you may have in such Feedback. At our request and expense, you will execute documents and take such further acts as we may reasonably request to assist us to acquire, perfect, and maintain our intellectual property rights and other legal protections for the Feedback.


12.12           Open Source. Certain items of independent, third party code may be included in the Applications that are subject to the GNU General Public License (“GPL”) or other open source licenses (“Open Source Software”). The Open Source Software is licensed under the terms of the license that accompanies such Open Source Software. Nothing in these Terms limits your rights under, or grants you rights that supersede, the terms and conditions of any applicable end user license for such Open Source Software. In particular, nothing in these Terms restricts your right to copy, modify, and distribute such Open Source Software that is subject to the terms of the GPS.


13                         RULES OF CONDUCT


13.1                 In General. As a condition of use, you promise not to use the System for any purpose that is prohibited by these Terms. You are responsible for all of your activity in connection with the System.


13.2                 Specifically.

13.2.1         You shall not (and shall not permit any third party to)

(a)                        either take any action or upload, download, post, submit or otherwise distribute or facilitate distribution of any Content on or through the System, including without limitation any User Content, that:

(i)                          is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, vulgar, pornographic, offensive, profane, contains or depicts nudity, contains or depicts sexual activity, promotesunlawful activities, or is otherwise inappropriate as determined by us in our sole discretion;

(ii)                       you know is false, misleading, untruthful or inaccurate;

(iii)                    constitutes unauthorized or unsolicited advertising, junk or bulk e-mail (i.e. spamming);


(iv)                    infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any other person or entity or violates any law or contractual duty (see our DMCA Copyright Policy below);

(v)                       contains software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit or interfere with the proper function of any software, hardware, or telecommunications equipment or to damage or obtainunauthorized access to any system, data, password or other information of ours or of any third party;

(vi)                    tampers in any way with the System or puts any computer programs, information or data into the System that contains any viruses, time bombs, trojan horses, worms, scripts, denial of service attack software or other computer programming routines that maydamage, interfere with, intercept or expropriate the System or any data or content contained within or used by the System,

(vii)                 copies, stores or otherwise accesses or uses any information contained on in the System for purposes not expressly permitted by these Terms;

(viii)              solicits passwords or personally identifying information for commercial or unlawful purposes from other visitors;

(ix)                    posts or distributes information which would violate any binding confidentiality, non- disclosure or other contractual restrictions or rights of any third party;

(x)                       impersonates any person or entity, including any of our employees or representatives; or

(xi)                    includes anyone’s identification documents or sensitive financial information;

(b)                       take any action that imposes or may impose (as determined by us in our sole discretion) an unreasonable or disproportionately large load on our (or our third party providers’) infrastructure;

(c)                        interfere or attempt to interfere with the proper working of the System or any activities conducted on the System;

(d)                       bypass, circumvent or attempt to bypass or circumvent any measures we may use to prevent or restrict access to the System (or other accounts, computer systems or networks connected to the System);

(e)                        forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the System to send altered, deceptive or false source-identifying information;

(f)                         run any form of auto-responder or “spam” on the System;

(g)                       use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from any web pages contained in the System (except that we grantthe operators of public search engines revocable permission to use spiders to copy materials from the System for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such);

(h)                       recruit or otherwise solicit any user to join third-party services or websites that are competitive to us;

(i)                          make the functionality of the System available to multiple users through any means; or

(j)                          otherwise take any action in violation of our guidelines and policies.

13.2.2         You shall abide by all applicable local, state, national and international laws and regulations. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to

(a)                        satisfy any applicable law, regulation, legal process or governmental request,

(b)                       enforce these Terms, including investigation of potential violations hereof,

(c)                        detect, prevent, or otherwise address fraud, security or technical issues,

(d)                       respond to user support requests, or

(e)                        protect the rights, property or safety of us, our users and the public.


14                         APP STORES.


14.1                 License Grant to You. Subject to your compliance with these Terms, we grant to you a limited, revocable, non-exclusive, non-transferable license, without the right to sublicense, to

(a)                        download and install the Application on compatible devices that you own and control and run such copies of the Application, and

(b)                       use the other aspects of the System solely for your private, personal, non-commercial use. We and our licensors and suppliers reserve all rights not expressly granted to you in these Terms.


14.2                 App Store Requirements. With respect to any Application downloaded through the Apple App Store, Google Chrome Web Store, Google Play marketplace, or any similar store or marketplace (each, an “App Store” and references to an App Store include the corporate entity and its subsidiaries making such App Store available to you), you agree to comply with all applicable third party terms of the relevant App Store (e.g. Apple App Store’s Usage Rules) (the “Usage Rules”). To the extent these Terms provide for usage rules that are less restrictive than or otherwise in conflict with the Usage Rules, the more restrictive term applies.


14.3                 Use of the Application. You acknowledge and agree that:

(a)                        The availability of the Application is dependent on the App Store from which you received the Application.

(b)                       These Terms are between you and us and not with the App Store.

(c)                        We, not the App Store, are solely responsible for the Application, including the content thereof, maintenance, support services, and warranty therefor, and addressing any claims relating thereto (e.g., product liability, legal compliance or intellectual propertyinfringement).

(d)                       In order to use the Application, you must have access to a wireless network, and you agree to pay all fees associated with such access.

(e)                        You must pay all fees (if any) charged by the App Store in connection with the Application.

(f)                         You agree to comply with, and your license to use the Application is conditioned upon your compliance with, the Usage Rules when using the Application.

(g)                       You acknowledge that the App Store (and its subsidiaries) are third-party beneficiaries of this Agreement and will have the right to enforce them.


14.4                 Apple. If you are accessing the System via the Application on a device provided by Apple, Inc. (“Apple”) or the Application obtained through the Apple App Store, the following shall apply:

(a)                        You will only use the Application in connection with an Apple device that you own or control;

(b)                       You acknowledge and agree that we are responsible for providing any maintenance and support services with respect to the Application and the App Store has no obligation whatsoever to furnish any maintenance and support services with respect to the Application.

(c)                        In the event of any failure of the Application to conform to any applicable warranty, including those implied by law, you may notify the App Store, and the App Store may refund the purchase price for the Application to you.

(d)                       You agree that to the maximum extent permitted by applicable law, the App Stores will not have any other warranty obligation whatsoever with respect to the Application, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure toconform to any warranty will be our sole responsibility.

(e)                        You acknowledge and agree that we, and not Apple, are responsible for addressing any claims you or any third party may have in relation to the Application or your possession and/or use of that Application, including, but not limited to:

(i)                          product liability claims;

(ii)                       any claim that the Application fails to conform to any applicable legal or regulatory requirement; and


(iii)                    claims arising under consumer protection, privacy or similar legislation;

(f)                         You acknowledge and agree that, in the event of any third party claim that the Application or your possession and use of the Application infringes that third party’s intellectual property rights, we, and not Apple, will be responsible for the investigation, defense, settlement and discharge of any such infringement claim;

(g)                       You represent and warrant that you are not located in a country subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and that you are not listed on any U.S. Government list of prohibited or restricted parties.

(h)                       Both you and we acknowledge and agree that Apple and Apple’s subsidiaries are third party beneficiaries of these Terms, and that upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Termsagainst you as the third party beneficiary hereof.


15                         TERMINATION

15.1.1         We may terminate your Account or your access to all or any part of the System at any time, with or without cause, with or without notice, effective immediately, which may involve deletion of your User Content associated with your Account from the System.

15.1.2         If we exercise our discretion under these Terms to terminate your Account or your access to all or any part of the System, any or all of the following can occur with or without prior notice or explanation to you:

(a)                        your Account will be deactivated or suspended, your password will be disabled, and you will not be able to access the System, your Account, your User Content, or receive assistance from Customer Service,

(b)                       any pending or accepted future purchases will be immediately terminated,

(c)                        we may communicate to your seller that a potential or confirmed purchase has been cancelled,

(d)                       we may refund your customers in full for any and all confirmed reservations, irrespective of preexisting cancellation policies,

(e)                        we may contact your customers to inform them about potential alternatives that may be available on the System, and

(f)                         you will not be entitled to any compensation for purchases (even if confirmed) that were cancelled as a result of a suspension, deactivation or termination of your Account.


15.2                 Termination of Your Account. If you wish to terminate your Account, you may do so by following the instructions in the System.


15.3                 Limitation of Liability. We have no liability whatsoever to you for any termination of your rights under these Terms, including for termination of your Account or deletion of your User Content.




16.1                 Your Release of Us. To the maximum extent permitted by applicable law, you hereby forever discharge and release us, our affiliates and each of our and their respective employees, contractors, directors, suppliers and representatives from, and hereby waive andrelinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to:

(a)                        the System;

(b)                       the products;

(c)                        any inaccurate, incomplete, unreliable, illegal or infringing Content posted on the System, whether caused by us, any third party or any user of the System, or by any of the equipment or programming associated with or utilized in the System;


(d)                       the conduct, whether online or offline, of any third party or user; and

(e)                        any injury, loss or damage caused by a third party, another user or User Content or Content posted on the System, whether online or offline; and

(f)                         any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, the System’ users’ communications.


16.2                 California Residents.


16.2.2         Consumer Complaints. Under California Civil Code Section 1789.3, users of the System from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer System of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210. You may contact us at our addresses set forth above.

16.2.3         Minors. If you are a California resident under the age of 18, you may request and obtain removal of certain personal content or information you have publicly posted to the System. This generally includes personally identifiable information, but does not includeanonymized information, or User Generated Content that you provide (because you’ve received consideration for providing it). To make such a request, please send an email to support@muzeframe.com. All requests must include your username and must provide a specific description of the content or information that you want removed so that we can locate that content or information. We will not accept requests via postal mail, telephone or facsimile. We may not be able to respond if you do not provide complete information. Please be aware that such a request does not ensure complete or comprehensive removal of the content or information you have posted and that there may be circumstances in which the law does not require or allow removal even if requested.








16.4                 Indemnification. To the maximum extent permitted by applicable law, you shall defend, indemnify, and hold harmless us, our affiliates and each of our and their respective employees, contractors, directors, suppliers and representatives from all liabilities, claims, andexpenses, including reasonable attorneys’ fees, that arise from or relate to:

(a)                        your use of, or inability to use, the System or the products;

(b)                       your violation of these Terms;

(c)                        your violation of applicable laws or regulations;

(d)                       your User Content;

(e)                        your violation of any rights of another party, including any users of the System or third party providers to you or us of Content; or

(f)                         your interaction with any other user.

We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, in which event you will assist and cooperate with us in asserting any available defenses. You agree not to settle any matter without our prior written consent. We willuse reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.


16.5                 Limitation of Liability.

16.5.1         To the maximum extent permitted by law, and except as provided in our specific product warranties, the System and our products are is available “As Is.” To the maximum extent permitted by applicable law, you expressly understand and agree that:

(a)                        Your use of the System and use of any products is at your sole risk.

(b)                       The System is provided and the products are sold on an “as is” and “as available” basis.

(c)                        To the maximum extent permitted by law, we expressly disclaim all warranties and conditions of any kind, whether express or implied, including, but not limited to the implied warranties and conditions of merchantability, fitness for a particular purpose and non-infringement.

(d)                       We do not warrant that

(i)                          the System or the products will meet all of your requirements;

(ii)                       the System or the products will be uninterrupted, timely, secure or error-free; or

(iii)                    all errors in the System or the products will be corrected.

(e)                        Any material downloaded, products purchased from us or otherwise obtained through the use of the System is done at your own discretion and risk and you are solely responsible for any damage to your computer or other device or loss of data resulting from the download or use of any such material.

(f)                         No advice or information, whether oral or written, obtained by you from us or through or from the System shall create any warranty not expressly stated in these Terms

16.5.2         To the maximum extent permitted by applicable law, and except as provided in our specific product warranties, you expressly understand and agree that we and our subsidiaries, affiliates and licensors, and our and their respective officers, employees, agents and successors shall not be liable to you for any direct, indirect, incidental, special, consequential, punitive or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data, cover or other intangible losses (even if we have been advised of the possibility of such damages) resulting from:

(a)                        the use or the inability to use the System;

(b)                       your purchase and use of the products;

(c)                        the cost of procurement of substitute products and services resulting from any products, data, information or services purchased or obtained or messages received or transactions entered into through or from the System;

(d)                       unauthorized access to or the loss, corruption or alteration of your transmissions, content or data;

(e)                        statements or conduct of any third party on or using the System, or providing any services related to the operation of the System;

(f)                         our actions or omissions in reliance upon your account information and any changes thereto or notices received therefrom;


(g)                       your failure to protect the confidentiality of any passwords or access rights to your account information;

(h)                       the acts or omissions of any third party using or integrating with the System or offering products in through the System;

(i)                          any advertising content or your purchase or use of any advertised or other third-party product or System;

(j)                          the termination of your account in accordance with these Terms;

(k)                       any action taken in connection with an investigation by us or law enforcement authorities regarding your or any other party’s use of the System;

(l)                          any action taken in connection with copyright or other intellectual property owners; or

(m)                    any direct damages in excess of (in the aggregate) of the lesser of

(i)                          the amount paid for the applicable purchase giving rise to the liability or

(ii)        $500.00, and

the existence of more than one claim will not enlarge this limit; or

(n)                       any other matter relating to the System.



16.6                 Waiver of Subrogation. You should protect against any risk of loss with the appropriate insurance coverage, and you are responsible for obtaining all insurance coverage you believe is necessary. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW AND THE APPLICABLE POLICY OR POLICIES OF INSURANCE YOU OBTAIN AND MAINTAIN, YOU RELEASE US AND OUR LICENSORS AND SUPPLIERS FROM ALL



16.7                 Arbitration Agreement; Class Action Waiver; Waiver of Trial by Jury. Please read this Section (“Arbitration Agreement”) carefully. It is part of your contract with us and affects your rights. It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.

(a)                        Contact Us First. If a dispute arises between you and us, our goal is to learn about and address your concerns and, if we are unable to do so to your satisfaction, to provide you with a neutral and cost effective means of resolving the dispute quickly. You agree that youwill notify us about any dispute you have with us regarding the System by emailing us at support@muzeframe.com.

(b)                       Arbitration Agreement. All claims and disputes in connection with these Terms or the use of any

{product or} service provided by us that cannot be resolved informally shall be resolved by binding arbitration through the American Arbitration Association (“AAA”), using the Consumer Arbitration Rules. The arbitration shall be conducted by a single, neutral arbitrator.Final Offer “Baseball” arbitration shall be used. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Hearings and all in-person events will be held virtually in accordance with the AAA’s guidelines.

(c)                        Costs. Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $75,000, we will pay all such fees, unless the Arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).

(d)                       Authority of Arbitrator. The arbitrator will decide the rights and liabilities, if any, of you and us, and the dispute will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motionsdispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the Consumer Arbitration Rules, and these Terms. The arbitratorshall issue a written award and statement of decision describing the


essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is finaland binding upon you and us.

(e)                        Waiver of Jury Trial. THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claims and disputes shall be resolved by arbitration under thisArbitration Agreement. In the event any litigation should arise between you and us in any state or federal court in a suit to vacate or enforce an arbitration award or otherwise, YOU AND WE WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge.

(f)                         Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. The arbitrator shall have no authority to consider or resolve any claim or issue any relief on any basis other than an individual basis. The arbitrator shall have no authority to consider or resolve any Claim or issue any relief on a class, collective, or representative basis. In the event that

this subparagraph is deemed invalid or unenforceable neither you nor we are entitled to arbitration and instead claims and disputes shall be resolved in a court located in Westchester County, NY.

(g)                       Confidentiality. No part of the procedures shall be open to the public or the media. All evidence discovered or submitted at the hearing is confidential and may not be disclosed, except by written agreement of the parties, pursuant to court order or unless required bylaw. This Paragraph shall not prevent a party from submitting to a court of law any information necessary to enforce this Arbitration Agreement, to enforce an arbitration award, or to seek injunctive or equitable relief.

(h)                       Severability. If any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable by a court of competent jurisdiction, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of theArbitration Agreement shall continue in full force and effect.

(i)                          Right to Waive. Any or all of the rights and limitations set forth in this Arbitration Agreement may be waived by the party against whom the claim is asserted. Such waiver shall not waive or affect any other portion of this Arbitration Agreement.

(j)                          Courts. In any circumstances where the foregoing Arbitration Agreement permits the parties to litigate in court, the parties hereby agree to submit to the personal jurisdiction of the courts located in Westchester County, NY for such purpose.

(k)                       Product Warranty. This Arbitration Agreement is subject to the warranty of each product.}


16.8                 Private Attorney General Waiver. Notwithstanding any other provision of these Terms, to the fullest extent permitted by law:

(a)                        you and we agree not to bring a representative action on behalf of others under the Private Attorneys General Act of 2004 of California (“PAGA”) or any similar private attorney general act., in any court or in arbitration, and

(b)                       for any claim brought on a private attorney general basis, including under PAGA, both you and we agree that any such dispute shall be resolved in arbitration on an individual basis only (i.e., to resolve whether you have personally been aggrieved or subject to any violations of law), and that such an action may not be used to resolve the claims or rights of other individuals in a single or collective proceeding (i.e., to resolve whether other individuals have been aggrieved or subject to any violations of law) (collectively, “representative PAGA Waiver”).

Notwithstanding any other provision of these Terms, the Arbitration Agreement or the AAA Rules, disputes regarding the scope, applicability, enforceability, revocability or validity of this representative PAGA Waiver


may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. If any provision of this representative PAGA Waiver is found to be unenforceable or unlawful for any reason:

(i)                          the unenforceable provision shall be severed from these Terms;

(ii)                       severance of the unenforceable provision shall have no impact whatsoever on the Arbitration Agreement or the requirement that any remaining claims be arbitrated on an individual basis; and

(iii)                    any such representative PAGA or other representative private attorneys general act claims must be litigated in a civil court of competent jurisdiction and not in arbitration.

To the extent that there are any claims to be litigated in a civil court of competent jurisdiction because a civil court of competent jurisdiction determines that the representative PAGA Waiver is unenforceable with respect to those claims, the you and we agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration.


16.9                 Governing Law. These Terms and any action related thereto will be governed and interpreted by and under the internal laws of the State of New York, consistent with the Federal Arbitration Act. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.





16.11           Time to Bring a Claim. You agree that regardless of any statute or law to the contrary or the applicable dispute resolution process, any claim or cause of action you may have arising out of or related to use of the System or otherwise under these must be filed within one (1) year after such claim or cause of action arose or you hereby agree to be forever barred from bringing such claim.


17                         CHANGES TO THESE TERMS

(a)                        These Terms are subject to revision. We will notify you of any changes to our Terms by posting the new Terms here www.muzeframe.com/terms. After we make the change and we will change the “Effective Date” above.

(b)                       If we make any substantial changes, we may notify you by sending you an e-mail to the last e-mail address you provided to us (if any), and/or by prominently posting notice of the changes on the System. You are responsible for providing us with your most current e-mail address. In the event that the last e-mail address that you have provided us is not valid, or for any reason is not capable of delivering to you the notice described above, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice of the changes described in the notice.

(c)                        Any changes to these Terms will be effective upon the earlier of 30 calendar days following our dispatch of an e-mail notice to you (if applicable) or 30 calendar days following our posting of notice of the changes. These changes will be effective immediately for newusers of the System. Continued use of the System following notice of such changes shall indicate your acknowledgment of such changes and agreement to be bound by the terms and conditions of such changes.


18                         MISCELLANEOUS


18.1                 Entire Agreement and Severability. These Terms (along with the Privacy Policy and the other agreements referred to herein) are the entire agreement between you and us with respect to the System and supersede all prior or contemporaneous communications andproposals (whether oral, written or electronic) between you and us with respect to the System. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect and enforceable.


18.2                 Force Majeure. We shall not be liable for any failure to perform our obligations hereunder where such failure results from any cause beyond our reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation.


18.3                 Assignment. These Terms are personal to you, and are not assignable, transferable or sublicensable by you except with our prior written consent. We may assign, transfer or delegate any of our rights and obligations hereunder without anyone’s consent. These Termsare binding upon and will inure to the benefit of both parties and their respective successors, heirs, executors, administrators, personal representatives, and permitted assigns.


18.4                 Relationship. Your relationship to us is that of an independent contractor and no agency, partnership, joint venture, or employment relationship is created as a result of these Terms and neither party has any authority of any kind to bind the other in any respect. We have no special relationship with or fiduciary duty to you. You acknowledge that we have no duty to take any action regarding:

(a)                        which users gain access to the System;

(b)                       what Content you access via the System; or

(c)                        how you may interpret or use the Content.


18.5                 Electronic Communication. The communications between you and us use electronic means, whether you use the System or send us emails, or whether we post notices on the System or communicate with you via email. For contractual purposes, you

(a)                        consent to receive communications from us in an electronic form; and

(b)                       agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if it were be in a hardcopy writing.

The foregoing does not affect your non-waivable rights. Emails should be sent to our email address above.


18.6                 No Waiver. Our failure to enforce any part of these Terms shall not constitute a waiver of our right to later enforce that or any other part of these Terms. Waiver of compliance in any particular instance does not mean that we will waive compliance in the future. In order for any waiver of compliance with these Terms to be binding, we must provide you with written notice of such waiver through one of our authorized representatives.


18.7                 Headings; Construction. The section and paragraph headings in these Terms are for convenience only and shall not affect their interpretation. The word “including” means “including without limitation.”


18.8                 Survival. All provisions of these Terms which by their nature should survive the termination of your user account shall survive such termination, including, without limitation, licenses of User Content, ownership provisions, warranty disclaimers, indemnity, choice ofthe manner and location of the resolution of disputes, and limitations of liability.


18.9                 Copyright/Trademark Information. Copyright © 2021 Shagbark LLC All rights reserved. All trademarks, logos and service marks (“Marks”) displayed on the System and the products are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.


19                         DMCA COPYRIGHT POLICY


19.1                 Intellectual Property Infringement.

(a)                        We respect the intellectual property rights of others. It is our policy to respond to any claim that User Content posted on the Service infringes a copyright or other intellectual property infringement of any person.

(b)                       If you are a copyright owner, or authorized on behalf of one, and You believe that the copyrighted work has been copied in a way that constitutes copyright infringement that is taking place through the Service, You must submit your notice in writing to the attentionof our copyright agent via email at support@muzeframe.com and include in Your notice a detailed description of the alleged infringement.

(c)                        You may be held accountable for damages (including costs and attorneys’ fees) for misrepresenting that any User Content is infringing Your copyright.


19.2                 DMCA. We have adopted the following general policy toward copyright infringement in accordance with the Digital Millennium Copyright Act (http://lcweb.loc.gov/copyright/legislation/dmca.pdf) that provides for the removal of any infringing materials and for the termination, in appropriate circumstances, of users of the System who are repeat infringers of intellectual property rights, including copyrights. The address of the Designated Agent to Receive Notification of Claimed Infringement (“Designated Agent”) is listed at the end of this policy.


19.3                 Procedure for Reporting Copyright Infringement. If you believe that material or content residing on or accessible through the System infringes a copyright, and wish to have the allegedly infringing material removed, please send a written notification of copyrightinfringement containing the following information to the Designated Agent listed below:

(a)                        A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed;

(b)                       Identification of works or materials being infringed, including the URL (i.e., web page address) of the location where the copyrighted work exists or a copy of the copyrighted work exists.

(c)                        Identification of the material that is claimed to be infringing including information regarding the location of the infringing materials that the copyright owner seeks to have removed, with sufficient detail so that we are capable of finding and verifying its existence;

(d)                       Contact information about the notifier including address, telephone number and, if available, e-mail address;

(e)                        A statement that the notifier has a good faith belief that the material is not authorized by the copyright owner, its agent, or the law; and

(f)                         A statement made under penalty of perjury that the information provided is accurate and the notifying party is authorized to make the complaint on behalf of the copyright owner.

Please note that any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.


19.4                 DMCA Notice Address. Please contact the Designated Agent to Receive Notification of Claimed Infringement for us at support@muzeframe.com

Scroll to top