Terms of Use

Sutudu LLC

Website Terms of Use

Overview

Welcome to the website of Sutudu, LLC, a New Jersey limited liability company (“Sutudu,” “we” or “our” or “us”). Sutudu website provides the user (“you” or “user”) with licensing options for the use of certain rights in and to musical compositions and sound recordings (“Recordings”) from a curated catalog of musicians, bands, and composers.

Please read the Website Terms of Use (“Terms of Use”) carefully before using Sutudu's website and services.

1. Acceptance of Terms of Use.

a. These Terms of Use, which include and incorporate by reference our Privacy and Cookie Policy ( www.sutudu.com/privacy-policy), License Agreement (new hyperlink) and all other operating rules, policies and agreements we may publish from time to time on Sutudu website (“Additional Terms”), govern your use of Sutudu services as a guest or user. The Terms of Use form a legal agreement between you and Sutudu in relation to your use of Sutudu website.  By using Sutudu website or by clicking to accept or agree to the Terms of Use when this option is made available to you, you accept and agree to these Terms of Use. If you do not agree to these Terms of Use, do not use Sutudu website.  

b. As used in these Terms of Use, “Content” includes the text, software, scripts, graphics, photos, sounds, songs, music and scores, videos, audiovisual combinations, interactive features, and other materials you may view on, access through, or contribute to the Service. The “Service” includes all aspects of Sutudu, including but not limited to all products, software, and services offered via the Sutudu website, and all features and functionalities, websites, and user interfaces.

c. The Service may contain links to third-party websites that are not endorsed, owned, or controlled by Sutudu. Sutudu does not monitor or review the content of any third-party websites. Sutudu has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites. By using the Service, you expressly release Sutudu from any and all liability arising from your use of any third-party website.

2. Changes to Terms of Use.

Sutudu may, from time to time and in its sole discretion, amend, modify, or revise these Terms of Use, including the Privacy and Cookie Policy, License Agreement, and Additional Terms, and you agree to be bound by such amendments, modifications, or revisions. Such amendments, modifications, or revisions shall be effective immediately and apply to your use from that date on, except material changes will be effective 30 days after posting. If the modifications are material, Sutudu will make reasonable efforts to post a prominent notice on the website and notify users via email. Your continued use of the Sutudu website after changes are effective indicates that you have read, understood, and agreed to the changes in the Terms of Use.

3. Privacy.

Personally identifying information is subject to our Privacy and Cookie Policy, the terms of which are incorporated herein as if fully set forth herein. Please review our Privacy and Cookie Policy to understand our practices. Any changes to the Privacy and Cookie Policy will be posted on the website 30 days prior to these changes taking place.

4. Use of the Service.  

Sutudu hereby grants you permission to access and use the Service as set forth in these Terms of Use, provided that:

a. Age Requirement: You must be 18 years of age, or the age of majority in your province, territory, or country, to use the Sutudu Service. Individuals under the age of 18 may utilize the Sutudu Service only with the permission of and in the presence of a parent or legal guardian, under such parent or legal guardian’s account and otherwise subject to these Terms of Use.

c. Some, if not most, of the Content found on the Service is provided by third-party providers, and not Sutudu.  Each third-party provider is solely responsible for its Content and for compliance with applicable laws related thereto.

b. License Grant: The Service and any Content accessible through our Service are for your use only. Depending on your subscription tier, we grant you a limited, non-exclusive, non-transferable license to access the Service and use Content through the Service. Except for the foregoing limited license, no right, title, or interest shall be transferred to you.

c. Third-Party Content: Some of the Content found on the Service is provided by third-party providers, not Sutudu. Each third-party provider is solely responsible for its Content and for compliance with applicable laws related thereto.

d. Geographic Restrictions: You may view Sutudu Content through the Sutudu Service only in geographic locations where we offer our Service and have licensed such Sutudu Content. Sutudu may use technologies to verify your geographic location.

e. Access Limitations: You agree not to access Content through any technology or means other than the audio and/or video playback pages of the Service itself or other explicitly authorized means Sutudu may designate.

f. Service Modifications: We continually update the Sutudu Service, including the Content library. We reserve the right in our sole and absolute discretion to make changes from time to time and without notice in how we offer and operate our Service.

g. Prohibited Activities: You agree to use the Service, including all features and functionalities associated therewith, in accordance with all applicable laws, rules, and regulations. Except as explicitly authorized in these Terms of Use, you agree not to:

• Archive, download (other than through caching necessary for personal use), reproduce, distribute, modify, display, perform, publish, license, create derivative works from, offer for sale, or use Content and information contained on or obtained from or through the Service without express written permission from Sutudu.
• Circumvent, remove, alter, deactivate, degrade, or thwart any of the content protections in the Service.
• Use any robot, spider, scraper, or other automated means to access the Service.
• Decompile, reverse engineer, or disassemble any software or other products or processes accessible through the Service.
• Insert any code or product or manipulate the Content of the Service in any way.
• Use any data mining, data gathering, or extraction method.

h. Quality and Availability: The availability of Content to listen to and/or view will change from time to time and from location to location. The quality of the audio and/or display of the Content may vary from device to device and may be affected by various factors, such as your location and the bandwidth available through your Internet connection.

i. Termination of Use: We may terminate or restrict your use of our Service, without compensation or notice, if you are, or if we suspect that you are, in violation of any of these Terms of Use or engaged in illegal or improper use of the Service.

j. Intellectual Property: The Content on the Service, and the trademarks, service marks, and logos on the Service, are owned by or licensed to Sutudu, subject to copyright and other intellectual property rights under the law.

k. Security Features:  You agree not to circumvent, disable, or otherwise interfere with security-related features of the Service or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Service or the Content therein.

l. Service Discontinuation: Sutudu reserves the right to discontinue any aspect of the Service at any time.

m. Usage Logging: You agree that you will log each use of a Recording in your user account. Logging a use creates an individual license agreement. Without an individual license agreement, the use is invalid.

m. You agree that you will log each use of a Recording in your user account. Logging a use creates an individual license agreement. Without an individual license agreement, the use is invalid.

5. Subscription Model and Licensing

a. Subscription Tiers: Sutudu offers a subscription-based model with multiple tiers. Each subscription tier dictates the type of license you have and your usage rights. Details of each tier, including pricing and included features, are available on our website.

b. Single-Use Licenses: In addition to subscription options, users have the option to purchase single-use licenses for specific tracks at variable prices set by the content creators.

c. License Agreements: Each license purchase, whether through a subscription tier or single-use purchase, is governed by a License Agreement, which specifies the rights and restrictions associated with the use of the Content.

6. Payment.

Visa, Mastercard, Discover, American Express, PayPal, and Account Balances service are all valid, acceptable forms of payment (“Payment Method”). All monies shall be paid in full prior to receipt of your license(s).

For certain Payment Methods, the issuer of your Payment Method may charge you a foreign transaction fee or other charges. Check with your Payment Method service provider for details.  Payment processing services are provided by Stripe and are subject to the Stripe Service Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”).

7. Cancellation and Refund Policy

a. Subscription Cancellation: You may cancel your subscription at any time. Cancellation will be effective at the end of your current billing period. No refunds will be provided for partial months.

b. Single-Use License Cancellation: Sutudu has a 15-day cancellation policy on all single-use licenses. You must request a refund via email or telephone within 15 days of your original license purchase date.

8. User Account Termination Policy.  

Notwithstanding anything herein to the contrary, you agree that Sutudu, in its sole and absolute discretion, may deactivate your user account or otherwise terminate your use of the Service if we believe that you have:

a. Breached these Terms of Use.

b. Infringed the intellectual property rights of a third party.

c. Submitted, posted, uploaded, or transmitted unauthorized Content.

d. Violated or acted inconsistently with these Terms of Use, our Privacy and Cookie Policy, our License Agreement, or Additional Terms.

9. Digital Millennium Copyright Act (DMCA) Compliance

Sutudu is committed to complying with the Digital Millennium Copyright Act (DMCA), as outlined in our License Agreement. We promptly address notices of alleged infringement to uphold the rights and responsibilities under the DMCA.

We promptly address notices of alleged infringement to uphold the rights and responsibilities under the DMCA. Should you suspect a copyright violation on our service, we encourage you to inform us. Sutudu functions as an intermediary by forwarding valid claims to the implicated content creators while maintaining a neutral stance regarding user-generated content.

DMCA Takedown Notice Procedure:

To report a copyright infringement on the Sutudu Service, the copyright owner or their authorized agent (referred to as "Rights Holder") should immediately contact our designated agent with a notification that meets the DMCA requirements.

A valid DMCA complaint must include:

• A detailed identification of the copyrighted work(s) allegedly infringed, including titles, authors, any U.S. Copyright Registration numbers, and URL(s).
• Sufficient information to allow Sutudu to locate the material allegedly infringing the Rights Holder's work(s), such as file names or URLs.
• Contact details of the Rights Holder for correspondence (address, telephone number, and email address).
• A declaration that the Rights Holder believes in good faith that the material's use is unauthorized by the copyright owner, its agent, or the law.
• A statement, made under penalty of perjury, that the notification's details are accurate and that the Rights Holder is authorized to act on behalf of the copyright owner.
• The Rights Holder’s physical or electronic signature.

Notices can be sent to:

• By Mail: Sutudu Takedown Service., 186 Griffith St., Jersey City, NJ 07307
• By Email: support@sutudu.com

Counter-Notice for Restoration of Removed Content:

If you have received a DMCA takedown notice from us and believe that your content was removed in error, you have the right to submit a counter-notice. Directions for submitting a counter-notice can be found in our License Agreement.

Repeat Infringer PolicyIn alignment with Section 512(i)(1)(A) of the DMCA, Sutudu enforces a policy that prescribes termination of user access for repeat infringers. Should a user repeatedly infringe on the copyright of others, we reserve the right to terminate their account and deny service to maintain the integrity of our platform.

10. Disclaimer of Warranties; Limitation of Liability.

a. Disclaimer of Warranties.  
YOU AGREE THAT YOUR USE OF THE SERVICE SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, SUTUDU, ITS OFFICERS, MANAGERS, MEMBERS, EMPLOYEES, REPRESENTATIVES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICE AND YOUR USE THEREOF.

b. Limitation of Liability.  

iii.    IN NO EVENT SHALL SUTUDU, ITS OFFICERS, MANAGERS, MEMBERS, EMPLOYEES, REPRESENTATIVES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY:

• ERRORS, MISTAKES, OR INACCURACIES OF CONTENT.
• PERSONAL INJURY OR PROPERTY DAMAGE RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICE.
• ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY PERSONAL INFORMATION STORED THEREIN.
• ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICE.
• ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY.
• ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT.

c. NOTHING IN THESE TERMS OF USE SHALL AFFECT ANY NON-WAIVABLE STATUTORY RIGHTS THAT APPLY TO YOU. If any provision or provisions of these Terms of Use shall be held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall remain in full force and effect.

11. Indemnity. 

To the fullest extent permitted by applicable law, you agree to defend, indemnify, and hold harmless Sutudu, and its officers, managers, members, employees, attorneys, representatives, and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including attorney's fees) arising from:

a. Your use of and access to the Service.

b. Your violation of any term of these Terms of Use.

c. Your violation of any third-party right, including any copyright, property, or privacy right.

d. Any claim that your Content caused damage to a third party.

12. Use of Information Submitted.

Sutudu is free to use any comments, information, ideas, concepts, reviews, or techniques or any other material contained in any communication you may send to us ("Feedback"), including responses to questionnaires or through postings to the Service, including the Sutudu website and user interfaces, worldwide and in perpetuity without further compensation, acknowledgment, or payment to you for any purpose whatsoever.

13. Monitoring and Enforcement.  

Notwithstanding anything herein to the contrary, Sutudu has the right to:

a. Remove or refuse to post any Content or Feedback for any or no reason in our sole and absolute discretion.

b. Take any action with respect to any Content or Feedback that we deem necessary or appropriate in our sole and absolute discretion.

c. Disclose your identity or other information about you to any third party who claims that any portion of your Content violates their rights.

d. Take appropriate legal action, including referral to law enforcement, for any illegal or unauthorized use of the Service or Sutudu website.

e. Terminate or suspend your access to all or part of the Service or Sutudu website for any violation of these Terms of Use.

14. Customer Support. 

To find more information about our Service and its features, or if you need assistance with your account, please visit Sutudu Knowledge Base (www.sutudu.com/faq). In the event of any conflict between these Terms of Use and information provided by Customer Support or other portions of our website, these Terms of Use will control.

15.  General Provisions.

a. Amendments; Waiver. Sutudu reserves the right to amend these Terms of Use at any time and without notice, and it is your responsibility to review these Terms of Use for any changes.

b. Entire Agreement.  These Terms of Use, together with the Privacy and Cookie Policy, the License Agreement, Additional Terms, and any other legal notices published by Sutudu on the Service, constitute the entire agreement between you and Sutudu concerning the Service.

c. Communication Preferences. By using the Service, you consent to receiving electronic communications from Sutudu relating to your account.

d. Assignment.  These Terms of Use, and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be transferred or assigned by Sutudu without restriction.

e. Governing Law; Venue; Jurisdiction; Waiver.  These Terms of Use shall be governed by and construed in accordance with the domestic laws of the State of Texas, U.S.A.

f. Survival Clause.  The Disclaimer of Warranties, Limitation of Liability, Severability, Indemnity, and Governing Law provisions shall survive the termination of your use of the Service.

g. Force Majeure. Except for the payment of license-related fees, each party will be excused from any failure or delay caused by or the result of causes beyond its reasonable control.

16. Blockchain Technology for Licensing

Overview

Sutudu recognizes the value of blockchain technology in enhancing transparency, security, and efficiency in digital licensing. While our services currently operate within a traditional digital licensing framework, Sutudu possesses the capability to integrate blockchain technology to innovate and improve our licensing processes.

1. Blockchain Integration

a. Purpose: Sutudu may utilize blockchain technology to create immutable digital receipts for each licensing transaction. These digital receipts serve as a transparent and verifiable record of the licensing agreement between the content creator and the end-user.

b. Transparency and Security: By leveraging blockchain, Sutudu aims to provide an additional layer of transparency and security for all parties involved. This technology will allow both creators and users to verify the authenticity and terms of licenses without compromising the confidentiality of the agreement details.

c. Implementation: Sutudu reserves the right to activate blockchain technology capabilities as part of our licensing platform. The specific timing and scope of blockchain integration will be determined at Sutudu's discretion and communicated to our users appropriately.

2. User Consent

By using Sutudu's services, you acknowledge and consent to the potential use of blockchain technology in the administration of licensing agreements. You understand that this technology is used to enhance the integrity and verification of licensing transactions and agree to any adjustments to the service operation or Terms of Use that may accompany its implementation.

3. Blockchain and Privacy

Sutudu is committed to protecting the privacy of our users. The integration of blockchain technology will be designed to enhance the service without compromising user privacy. Only non-sensitive, transaction-related information will be recorded on the blockchain to ensure the privacy of all parties involved.

4. Future Updates

Sutudu will provide updates regarding the integration of blockchain technology, including any changes to these Terms of Use, through our website or via email to registered users. We encourage our users to review any updates regularly.

17. Auctioning, Reselling, Bidding, and Transactions Using Matic

Overview

Sutudu LLC offers features that allow users to auction, bid for, and resell licenses for digital content, including music and films, on our platform. Transactions for these activities can be conducted using Matic, a digital currency on the Polygon network. This section outlines the terms that govern these activities.

1. Auctioning and Bidding

a. Eligibility: Only verified users may participate in auctioning and bidding activities on the platform. Sutudu reserves the right to establish verification criteria and deny or revoke participation rights based on non-compliance.

b. Process: Auctions and bids must be made in accordance with the procedures and rules set forth by Sutudu. All bids are binding, and the winning bidder is obligated to complete the transaction.

c. Disputes: Sutudu will provide a dispute resolution process for auction-related issues. However, Sutudu reserves the right to make the final decision in any dispute.

2. Reselling Licenses

a. Permissions: License reselling is permitted only for licenses explicitly marked as transferrable. The terms of the original license, including any restrictions or usage rights, will apply to the transferee.

b. Procedure: Users must follow Sutudu's prescribed process for transferring licenses. Sutudu may impose a fee for facilitating the transfer.

3. Transactions Using Matic

a. Cryptocurrency Risks: Users acknowledge the volatility and risk associated with using cryptocurrencies, including Matic. Sutudu is not responsible for any financial loss associated with cryptocurrency price fluctuations.

b. Wallets:  Users are responsible for maintaining secure digital wallets for conducting transactions in Matic. Sutudu is not liable for any losses due to compromised wallet security or user error.

c. Compliance: Users agree to comply with all applicable laws and regulations concerning cryptocurrency transactions. Sutudu reserves the right to suspend or terminate accounts involved in illegal activities.

4. Intellectual Property Rights

The resale or auction of licenses does not transfer any intellectual property rights in the content itself, except as expressly permitted by the license. Content creators retain all rights to their works, subject to the terms of the specific license granted.

5. Changes and Termination

Sutudu reserves the right to modify or discontinue the auction, bidding, and license reselling features at any time. Changes will be communicated to users via the platform's official communication channels.