Terms of Service
Effective October 27, 2026 Last updated October 30, 2026
Agreement to our legal terms
We are MUSAY Inc. (“Company,” “we,” “us,” “our”), a Delaware corporation with its registered office at 874 Walker Road, Suite C, Dover, DE 19904, and its principal place of business at 2261 Market Street STE 82442, San Francisco, CA 94114.
We operate the website https://www.musay.com (the “Site”), the mobile application MUSAY (the “App”), as well as any other related products and services that refer or link to these legal terms (the “Legal Terms”) (collectively, the “Services”).
MUSAY is a discovery, planning and intelligence platform that connects users with live in-person experiences.
You can contact us by email at legal@musay.com, or by mail to 2261 Market Street STE 82442, San Francisco, CA 94114.
These Legal Terms constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“you”), and MUSAY Inc., concerning your access to and use of the Services. You agree that by accessing the Services, you have read, understood, and agreed to be bound by all of these Legal Terms. IF YOU DO NOT AGREE WITH ALL OF THESE LEGAL TERMS, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SERVICES AND YOU MUST DISCONTINUE USE IMMEDIATELY.
When we update these Legal Terms, we will revise the “Last updated” date above and, where the changes are material, notify you by posting a notice within the App or on the Site. Your continued use of the Services after an update takes effect means you accept the revised Legal Terms.
Anyone may browse the Site. MUSAY accounts and AI-powered features (including MUSAY Chat) are intended solely for users who are at least 18 years of age, and may not be used by anyone under 18. In the App, and in MUSAY Chat when you open it through a venue link or code, we collect age information as described in our Privacy Policy before you create an account or use those features. By providing that information and continuing, you confirm that you are 18 or older and agree to these Legal Terms and our Privacy Policy. The Site does not ask an age question. By creating an account, signing in, or using those features on the Site, you confirm that you are 18 or older and agree to these Legal Terms and our Privacy Policy. If you are under 18, you are welcome to browse the Site without those features, and we do not collect personal information from you. We may refuse, suspend, or terminate access where we determine that a user is under 18. Section 4 describes how we determine age, and our Privacy Policy describes what we do with information we receive from a user who turns out to be under 18.
We recommend that you print a copy of these Legal Terms for your records.
Table of Contents
- Our Services
- Intellectual Property Rights
- User Representations
- User Registration
- Prohibited Activities
- Contribution License
- Mobile Application License
- Services Management
- Privacy Policy
- Digital Millennium Copyright Act (DMCA) Notice and Policy
- Term and Termination
- Modifications and Interruptions
- Governing Law
- Dispute Resolution
- Corrections
- Disclaimer
- Limitations of Liability
- Indemnification
- User Data
- Electronic Communications, Transactions, and Signatures
- California Users and Residents
- Miscellaneous
- Contact Us
1. Our Services
MUSAY is a discovery, planning and intelligence platform that connects users with live in-person experiences. Our Services include tools for discovering live events, engaging with their programming, and providing feedback through interactive features such as MUSAY Chat. We may add, modify, or discontinue features of the Services at any time. For a current description of available features, see the Site or the App.
Certain features of the Services use artificial intelligence (including MUSAY Chat). You must be 18 years of age or older to create an account or use AI-powered features. When you use those features you are interacting with an AI system, not a human being. They are not counseling, crisis, or health services. When a message suggests suicide or self-harm, they may try to point you to crisis support, such as the 988 Suicide & Crisis Lifeline in the US, but they may not recognize every such message. If you or someone you know is in crisis, contact local emergency services or, in the United States, call or text 988.
The information provided when using the Services 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 would subject us to any registration requirement within such jurisdiction or country. Those who choose to access the Services from other locations do so on their own initiative and are solely responsible for compliance with local laws, to the extent local laws are applicable.
The Services are not designed for the submission of information subject to special regulatory protection, such as protected health information or financial account information, and you should not use the Services to transmit such information.
2. Intellectual Property Rights
Our intellectual property
We are the owner or the licensee of all intellectual property rights in our Services, including all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics in the Services (collectively, the “Content”), as well as the trademarks, service marks, and logos contained therein (the “Marks”).
Our Content and Marks are protected by copyright and trademark laws (and various other intellectual property rights and unfair competition laws) and treaties in the United States and around the world.
The Content and Marks are provided in or through the Services “AS IS” for your personal, non-commercial use only.
Your use of our Services
Subject to your compliance with these Legal Terms, including the “Prohibited Activities” section below, we grant you a non-exclusive, non-transferable, revocable license to: (1) access the Services; and (2) download or print a copy of any portion of the Content to which you have properly gained access, solely for your personal, non-commercial use.
Except as set out in this section or elsewhere in our Legal Terms, no part of the Services and no Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.
If you wish to make any use of the Services, Content, or Marks other than as set out in this section or elsewhere in our Legal Terms, please address your request to: legal@musay.com. If we ever grant you the permission to post, reproduce, or publicly display any part of our Services or Content, you must identify us as the owners or licensors of the Services, Content, or Marks and ensure that any copyright or proprietary notice appears or is visible on posting, reproducing, or displaying our Content.
We reserve all rights not expressly granted to you in and to the Services, Content, and Marks.
Any breach of these Intellectual Property Rights will constitute a material breach of our Legal Terms and your right to use our Services will terminate immediately.
Your submissions and contributions
Please review this section and the “Prohibited Activities” section carefully prior to using our Services to understand the (a) rights you give us and (b) obligations you have when you post or upload any content through the Services.
Submissions: By directly sending us any question, comment, suggestion, idea, feedback, or other information about the Services (“Submissions”), you agree to assign to us all intellectual property rights in such Submission. You agree that we shall own this Submission and be entitled to its unrestricted use and dissemination for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you. Submissions do not include your Contributions or any personal information, which are governed by the “Contribution License” section below and our Privacy Policy.
Contributions: The Services may invite you to provide feedback, responses, and other content through interactive features such as MUSAY Chat, or otherwise to create, submit, or transmit content and materials to us or through the Services, including but not limited to text, writings, audio, photographs, comments, responses, ratings, suggestions, personal information, or other material (“Contributions”). Contributions are not public by default; we share them only as described in the “Contribution License” section below and in our Privacy Policy. Any Submission that you choose to make public shall also be treated as a Contribution.
When you post Contributions, you grant us the license set out in the “Contribution License” section below. That license is non-exclusive, worldwide, and royalty-free; it is scoped to the purposes described there; and it does not authorize the sale of your personal information.
You are responsible for what you post or upload: By sending us Submissions and/or posting Contributions through any part of the Services or making Contributions accessible through the Services by linking your account through the Services to any of your social networking accounts, you confirm that you have read and agree with our “Prohibited Activities,” and you represent and warrant that: (1) your Submissions and/or Contributions are original to you or that you have the necessary rights, licenses, consents, releases, and permissions to submit them and to grant us the rights described in these Legal Terms, including the written consent or release of every identifiable individual in your Contributions to use their name or likeness; (2) your Submissions and/or Contributions do not and will not infringe the intellectual property, privacy, or publicity rights of any third party, and do not constitute confidential information; (3) your Submissions and/or Contributions are not false, inaccurate, or misleading, and are not unsolicited or unauthorized advertising, promotional materials, spam, or other solicitation; and (4) your Submissions and/or Contributions are not illegal, harassing, hateful, harmful, defamatory, obscene, lewd, violent, bullying, abusive, discriminatory, or threatening, do not promote violence against any person or group, do not violate any applicable law or regulation (including laws protecting minors), and are not otherwise objectionable.
You are solely responsible for your Submissions and/or Contributions and you expressly agree to reimburse us for any and all losses that we may suffer because of your breach of (a) this section, (b) any third party’s intellectual property rights, or (c) applicable law.
We may remove or edit your Content: Although we have no obligation to monitor any Contributions, we shall have the right to remove or edit any Contributions at any time without notice if in our reasonable opinion we consider such Contributions harmful or in breach of these Legal Terms. If we remove or edit any such Contributions, we may also suspend or disable your account and report you to the authorities.
Copyright infringement
We respect the intellectual property rights of others. If you believe that any material available on or through the Services infringes upon any copyright you own or control, please immediately refer to the Digital Millennium Copyright Act (DMCA) Notice and Policy section below.
3. User Representations
By using the Services, you represent and warrant that: (1) all registration information you submit will be true, accurate, current, and complete; (2) you will maintain the accuracy of such information and promptly update such registration information as necessary; (3) you have the legal capacity and you agree to comply with these Legal Terms; (4) if you use any AI-powered feature, create an account, or sign in, you are at least 18 years of age; (5) you will not access the Services through automated or non-human means, whether through a bot, script or otherwise; (6) you will not use the Services for any illegal or unauthorized purpose; and (7) your use of the Services will not violate any applicable law or regulation.
If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).
4. User Registration
You may be required to register to use the Services. You agree to keep your password confidential and will be responsible for all use of your account and password. We reserve the right to remove, reclaim, or change a username you select if we determine, in our sole discretion, that such username is inappropriate, obscene, or otherwise objectionable.
Age requirement. You must be at least 18 years old to create an account, sign in, or use AI-powered features. Anyone may browse the Site. In the App, and in MUSAY Chat when you open it through a venue link or code, we collect age information as described in our Privacy Policy before you create a MUSAY account or use AI-powered features, and you cannot proceed unless you provide it. The MUSAY website does not ask an age question, and the age requirement applies there too. We may refuse registration, and may suspend or terminate an existing account, where information available to us indicates that the user is under 18. We do not knowingly permit anyone under 18 to create an account, sign in, or use AI-powered features, and we will not disregard clear evidence that a user is under 18. A high-level description of how we determine age is available in Section 10 of our Privacy Policy.
5. Prohibited Activities
You may not access or use the Services for any purpose other than that for which we make the Services available. The Services may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us.
As a user of the Services, you agree not to:
- Systematically retrieve data or other content from the Services to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us.
- Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords.
- Circumvent, disable, or otherwise interfere with security-related features of the Services, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Services and/or the Content contained therein.
- Use any information obtained from the Services in order to harass, abuse, or harm another person.
- Make improper use of our support services or submit false reports of abuse or misconduct.
- Use the Services in a manner inconsistent with any applicable laws or regulations.
- Engage in unauthorized framing of or linking to the Services.
- Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Services or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Services.
- Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.
- Delete the copyright or other proprietary rights notice from any Content.
- Attempt to impersonate another user or person or use the username of another user.
- Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats (“gifs”), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred to as “spyware” or “passive collection mechanisms” or “pcms”).
- Interfere with, disrupt, or create an undue burden on the Services or the networks or services connected to the Services.
- Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Services to you.
- Attempt to bypass any measures of the Services designed to prevent or restrict access to the Services, or any portion of the Services.
- Copy or adapt the Services’ software, including but not limited to PHP, HTML, JavaScript, or other code.
- Except as permitted by applicable law, decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Services.
- Except as may be the result of standard search engine or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the Services, or use or launch any unauthorized script or other software.
- Make any unauthorized use of the Services, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses.
- Use the Services as part of any effort to compete with us or otherwise use the Services and/or the Content for any revenue-generating endeavor or commercial enterprise.
- Use the Services to advertise or offer to sell goods and services.
- Sell or otherwise transfer your profile.
- Misrepresent your age, or provide false or inaccurate information in response to an age check.
- Create, use, or maintain an account on behalf of any person under 18 years of age.
- Circumvent, or attempt to circumvent, any age question, age signal, or access control we use.
6. Contribution License
By posting your Contributions to any part of the Services, you grant us a non-exclusive, worldwide, royalty-free license to host, store, use, copy, process, analyze, excerpt, and display your Contributions for the purposes of operating, improving, and developing the Services; generating aggregated and de-identified analytics; disclosing such aggregated and de-identified analytics to participating venues and other third parties; developing, training, and validating our analytics models and algorithms; providing personalized features and recommendations as described in our Privacy Policy; and (where you have directed us to do so) sharing excerpts with venues as described in our Privacy Policy. The use of your Contributions to provide personalized recommendations is subject to the choices described in our Privacy Policy. This license survives termination of your account to the extent necessary for MUSAY to retain aggregated and de-identified data derived from your Contributions prior to termination.
Usage Data. In addition to Contributions, we collect device, usage, and location data as described in our Privacy Policy (“Usage Data”). You grant us a non-exclusive, worldwide, royalty-free license to use, copy, process, and analyze Usage Data for the purposes of operating, securing, improving, and developing the Services; generating aggregated and de-identified analytics; and disclosing such aggregated and de-identified analytics to participating venues and other third parties.
For clarity, this license does not authorize the sale of your personal information. MUSAY shares excerpts from your Contributions with venues only at your direction and with your consent, as described in our Privacy Policy.
We do not assert any ownership over your Contributions. You retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions. We are not liable for any statements or representations in your Contributions provided by you in any area on the Services. You are solely responsible for your Contributions to the Services and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Contributions.
We have the right, in our sole and absolute discretion, (1) to edit, redact, or otherwise change any Contributions; (2) to re-categorize any Contributions to place them in more appropriate locations on the Services; and (3) to pre-screen or delete any Contributions at any time and for any reason, without notice. We have no obligation to monitor your Contributions.
7. Mobile Application License
Use License
If you access the Services via the App, then we grant you a revocable, non-exclusive, non-transferable, limited right to install and use the App on wireless electronic devices owned or controlled by you, and to access and use the App on such devices strictly in accordance with the terms and conditions of this mobile application license contained in these Legal Terms. You shall not: (1) except as permitted by applicable law, decompile, reverse engineer, disassemble, attempt to derive the source code of, or decrypt the App; (2) make any modification, adaptation, improvement, enhancement, translation, or derivative work from the App; (3) violate any applicable laws, rules, or regulations in connection with your access or use of the App; (4) remove, alter, or obscure any proprietary notice (including any notice of copyright or trademark) posted by us or the licensors of the App; (5) use the App for any revenue-generating endeavor, commercial enterprise, or other purpose for which it is not designed or intended; (6) make the App available over a network or other environment permitting access or use by multiple devices or users at the same time; (7) use the App for creating a product, service, or software that is, directly or indirectly, competitive with or in any way a substitute for the App; (8) use the App to send automated queries to any website or to send any unsolicited commercial email; or (9) use any proprietary information or any of our interfaces or our other intellectual property in the design, development, manufacture, licensing, or distribution of any applications, accessories, or devices for use with the App.
Apple and Android Devices
The following terms apply when you use the App obtained from either the Apple Store or Google Play (each an “App Distributor”) to access the Services: (1) the license granted to you for our App is limited to a non-transferable license to use the application on a device that utilizes the Apple iOS or Android operating systems, as applicable, and in accordance with the usage rules set forth in the applicable App Distributor’s terms of service; (2) we are responsible for providing any maintenance and support services with respect to the App as specified in the terms and conditions of this mobile application license contained in these Legal Terms or as otherwise required under applicable law, and you acknowledge that each App Distributor has no obligation whatsoever to furnish any maintenance and support services with respect to the App; (3) in the event of any failure of the App to conform to any applicable warranty, you may notify the applicable App Distributor, and the App Distributor, in accordance with its terms and policies, may refund the purchase price, if any, paid for the App, and to the maximum extent permitted by applicable law, the App Distributor will have no other warranty obligation whatsoever with respect to the App; (4) you represent and warrant that (i) you are not located in a country that is subject to a US government embargo, or that has been designated by the US government as a “terrorist supporting” country and (ii) you are not listed on any US government list of prohibited or restricted parties; (5) you must comply with applicable third-party terms of agreement when using the App, e.g., if you have a VoIP application, then you must not be in violation of their wireless data service agreement when using the App; and (6) you acknowledge and agree that the App Distributors are third-party beneficiaries of the terms and conditions in this mobile application license contained in these Legal Terms, and that each App Distributor will have the right (and will be deemed to have accepted the right) to enforce the terms and conditions in this mobile application license contained in these Legal Terms against you as a third-party beneficiary thereof.
8. Services Management
We reserve the right, but not the obligation, to: (1) monitor the Services for violations of these Legal Terms; (2) take appropriate legal action against anyone who, in our sole discretion, violates the law or these Legal Terms, including without limitation, reporting such user to law enforcement authorities; (3) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) any of your Contributions or any portion thereof; (4) in our sole discretion and without limitation, notice, or liability, to remove from the Services or otherwise disable all files and content that are excessive in size or are in any way burdensome to our systems; and (5) otherwise manage the Services in a manner designed to protect our rights and property and to facilitate the proper functioning of the Services.
9. Privacy Policy
We care about data privacy and security. Please review our Privacy Policy. By using the Services, you agree to be bound by our Privacy Policy, which is incorporated into these Legal Terms. Please be advised the Services are hosted in the United States. If you access the Services from any other region of the world with laws or other requirements governing personal data collection, use, or disclosure that differ from applicable laws in the United States, then through your continued use of the Services, you are transferring your data to the United States, and you expressly consent to have your data transferred to and processed in the United States. Further, MUSAY accounts and AI-powered features are intended solely for users 18 and older; anyone may browse the Site. We do not knowingly accept, request, or solicit information from anyone under 18, and we do not market to minors. If we receive actual knowledge that a user is under 18, we will close that account and delete the personal information we hold about that user — including both raw MUSAY Chat responses and any data derived from them — as quickly as is reasonably practical.
Data Sharing with Venues. As part of the Services, MUSAY generates insights from user interactions and shares information with participating venues. This sharing may include aggregated, de-identified analytics and, where you direct us to do so, excerpts from your responses to specific venues. You control whether your responses are shared with any venue, and any such sharing requires your affirmative consent for each venue. Full details about what we share, how, and your choices are described in our Privacy Policy. By using features that involve participating venues, you acknowledge that information may be shared as described in the Privacy Policy.
Your Content and Data. You may access, review, and delete content you have created through the Services — including responses, saved items, and other user-generated content — at any time through your account settings. When you delete content, we remove it from your account. However, aggregated and de-identified data that was derived from your content prior to deletion may be retained, as it can no longer identify you. For full details on what we retain and for how long, see the “How Long Do We Keep Your Information?” section of our Privacy Policy.
10. Digital Millennium Copyright Act (DMCA) Notice and Policy
Notifications
We respect the intellectual property rights of others. If you believe that any material available on or through the Services infringes upon any copyright you own or control, please immediately notify our Designated Copyright Agent using the contact information provided below (a “Notification”). A copy of your Notification will be sent to the person who posted or stored the material addressed in the Notification. Please be advised that pursuant to federal law you may be held liable for damages if you make material misrepresentations in a Notification. Thus, if you are not sure that material located on or linked to by the Services infringes your copyright, you should consider first contacting an attorney.
All Notifications should meet the requirements of DMCA 17 U.S.C. § 512(c)(3) and include the following information: (1) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (2) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the Services are covered by the Notification, a representative list of such works on the Services; (3) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (4) information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an email address at which the complaining party may be contacted; (5) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (6) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed upon.
Counter Notification
If you believe your own copyrighted material has been removed from the Services as a result of a mistake or misidentification, you may submit a written counter notification to our Designated Copyright Agent using the contact information provided below (a “Counter Notification”). To be an effective Counter Notification under the DMCA, your Counter Notification must include substantially the following: (1) identification of the material that has been removed or disabled and the location at which the material appeared before it was removed or disabled; (2) a statement that you consent to the jurisdiction of the Federal District Court in which your address is located, or if your address is outside the United States, for any judicial district in which we are located; (3) a statement that you will accept service of process from the party that filed the Notification or the party’s agent; (4) your name, address, and telephone number; (5) a statement under penalty of perjury that you have a good faith belief that the material in question was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and (6) your physical or electronic signature.
If you send us a valid, written Counter Notification meeting the requirements described above, we will restore your removed or disabled material, unless we first receive notice from the party filing the Notification informing us that such party has filed a court action to restrain you from engaging in infringing activity related to the material in question. Please note that if you materially misrepresent that the disabled or removed content was removed by mistake or misidentification, you may be liable for damages, including costs and attorney’s fees. Filing a false Counter Notification constitutes perjury.
Designated Copyright Agent
Copyright Agent Attn: Copyright Agent 2261 Market Street STE 82442 San Francisco, CA 94114 United States copyrightagent@musay.com
11. Term and Termination
These Legal Terms shall remain in full force and effect while you use the Services. WITHOUT LIMITING ANY OTHER PROVISION OF THESE LEGAL TERMS, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SERVICES (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE LEGAL TERMS OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE SERVICES OR DELETE YOUR ACCOUNT AND ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION. Without limiting the foregoing, we will terminate an account where we determine that the account holder is under 18 years of age, and will handle the associated information as described in Section 9 and in our Privacy Policy.
If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.
12. Modifications and Interruptions
We reserve the right to change, modify, or remove the contents of the Services at any time or for any reason at our sole discretion without notice. We have no obligation to update any information on our Services. We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Services.
We cannot guarantee the Services will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Services, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Services at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Services during any downtime or discontinuance of the Services. Nothing in these Legal Terms will be construed to obligate us to maintain and support the Services or to supply any corrections, updates, or releases in connection therewith.
13. Governing Law
These Legal Terms and your use of the Services are governed by and construed in accordance with the laws of the State of Delaware applicable to agreements made and to be entirely performed within the State of Delaware, without regard to its conflict of law principles.
For any Dispute that proceeds in court rather than arbitration, the Dispute will be commenced and prosecuted in the state or federal courts located in New Castle County, Delaware. The Parties consent to the personal jurisdiction of those courts and waive any defense of lack of personal jurisdiction or of forum non conveniens with respect to venue in those courts. This paragraph is subject to Section 14.8, which preserves any right that applicable consumer protection law gives you to bring an action where you reside.
Application of the United Nations Convention on Contracts for the International Sale of Goods and of the Uniform Computer Information Transactions Act (UCITA) is excluded from these Legal Terms.
14. Dispute Resolution
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO PARTICIPATE IN A CLASS ACTION.
14.1 Scope
In this Section 14, “Dispute” means any dispute, claim, or controversy between you and MUSAY Inc. (“MUSAY”) arising out of or relating in any way to these Legal Terms, the Services, your use of the Services, or MUSAY’s collection, use, storage, or disclosure of information about you, whether based in contract, tort, statute, fraud, misrepresentation, privacy, or any other legal theory, and whether arising before, during, or after the termination of these Legal Terms. “Parties” means you and MUSAY.
This Section 14 is governed by the Federal Arbitration Act, 9 U.S.C. § 1 et seq.
14.2 Informal Resolution First
Before initiating arbitration or any other proceeding, the initiating Party must give the other Party written notice describing the Dispute, the relief sought, and contact information for the initiating Party. Notice to MUSAY must be sent to legal@musay.com. Notice to you will be sent to the most recent contact information MUSAY has for you.
The Parties will attempt in good faith to resolve the Dispute informally for sixty (60) days from delivery of the notice. Either Party may request an individual telephone or video conference during that period, and both Parties will participate in good faith. This informal resolution process is a condition precedent to commencing arbitration, and any applicable limitations period is tolled during it.
14.3 Binding Arbitration
If the Dispute is not resolved within sixty (60) days, the Dispute will be resolved exclusively by final and binding individual arbitration, except as set out in Section 14.5.
YOU UNDERSTAND THAT WITHOUT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND TO HAVE A TRIAL BY JURY.
The arbitration will be administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules, which are available at adr.org. Where a Dispute falls outside the scope of the Consumer Arbitration Rules, the AAA Commercial Arbitration Rules will apply instead. If there is a conflict between the applicable AAA rules and this Section 14, this Section 14 controls to the extent permitted by those rules.
MUSAY will pay all filing, administrative, and arbitrator fees that exceed what you would have paid to file the same claim in the court of competent jurisdiction nearest your residence, consistent with the AAA Consumer Arbitration Rules.
Unless the Parties agree otherwise, the arbitration will be conducted by telephone, videoconference, or on the basis of written submissions. If an in-person hearing is required, it will take place in the county or parish where you reside, or another location the Parties mutually agree to.
The arbitrator has exclusive authority to resolve any Dispute, including any question of the arbitrability, scope, enforceability, or formation of this Section 14, except as provided in Section 14.4. The arbitrator must follow applicable law and may award any relief available in an individual action in court. The arbitrator will issue a written award, and will provide a statement of reasons if either Party requests one. Judgment on the award may be entered in any court of competent jurisdiction.
14.4 Waiver of Class and Representative Actions
YOU AND MUSAY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF, CLASS MEMBER, OR PARTICIPANT IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, MASS, OR REPRESENTATIVE PROCEEDING.
To the fullest extent permitted by law:
(a) no Dispute may be joined or consolidated with any other person’s dispute without the written consent of both Parties;
(b) no Dispute may be brought or arbitrated on a class-action, collective-action, or class-arbitration basis, or using class or collective procedures; and
(c) no Dispute may be brought in a purported representative capacity on behalf of the general public or any other person.
This Section 14.4 applies whether a Dispute is resolved in arbitration or in court, and applies to every Dispute, including any Dispute excepted from arbitration under Section 14.5.
A court, not an arbitrator, has exclusive authority to decide any challenge to the enforceability of this Section 14.4.
If this Section 14.4 is found unenforceable as to a particular Dispute or a particular claim within a Dispute, then only that Dispute or claim will be severed from arbitration and resolved in a court of competent jurisdiction. All other Disputes and claims remain subject to arbitration, and the remainder of this Section 14 remains in full force.
14.5 Exceptions to Arbitration
The following are not subject to the arbitration requirement in Section 14.3, but remain fully subject to the waiver in Section 14.4:
(a) an individual action brought in small claims court, so long as it remains in that court and is brought on an individual basis;
(b) an action to enforce, protect, or determine the validity of either Party’s intellectual property rights; and
(c) an application to a court for temporary or preliminary injunctive relief in aid of arbitration, pending the arbitrator’s determination of the merits.
14.6 Your Right to Opt Out of Arbitration
You may opt out of Section 14.3 (Binding Arbitration) and Section 14.4 (Waiver of Class and Representative Actions).
To opt out, send written notice to legal@musay.com with the subject line “Arbitration Opt-Out,” including your full name, the email address or identifier associated with your use of the Services, and a clear statement that you wish to opt out of arbitration. Notice must be sent within thirty (30) days of the Effective Date of these Legal Terms or, if you first accept these Legal Terms after that date, within thirty (30) days of your first acceptance.
Opting out will not affect any other provision of these Legal Terms and will not affect your ability to use the Services. If you opt out, any Dispute will be resolved in court in accordance with Section 13 and Section 14.8.
14.7 Coordinated or Mass Filings
If twenty-five (25) or more arbitration demands raising substantially similar Disputes are filed against MUSAY by or with the assistance of the same law firm or coordinated group of law firms within a ninety (90) day period, the Parties agree that the AAA will administer them in sequential batches of no more than fifty (50) demands. The Parties will select bellwether cases from the first batch and attempt in good faith to resolve the remaining demands using the outcomes. Any applicable limitations period is tolled for demands awaiting their batch.
This Section 14.7 does not limit any individual claimant’s right to pursue their own Dispute to a final award.
14.8 Court Proceedings
For any Dispute that proceeds in court under Section 14.5 or Section 14.6, the Parties consent to jurisdiction and venue as provided in Section 13 (Governing Law), except where applicable consumer protection law gives you the right to bring the action where you reside, in which case that right is preserved.
14.9 Time Limit for Claims
Any Dispute brought by either Party related in any way to the Services must be commenced within one (1) year after the cause of action arose, or it is permanently barred. This period will in no event be shorter than the minimum limitations period required by applicable law, and this Section 14.9 does not apply to any claim that applicable law prohibits from being contractually shortened. The one-year period is tolled during the informal resolution process required by Section 14.2 and during any period a demand awaits its batch under Section 14.7.
14.10 Severability and Survival
If any portion of this Section 14 other than Section 14.4 is found unenforceable, that portion will be severed and the remainder will continue in effect. This Section 14 survives termination of these Legal Terms and any termination of your use of the Services.
14.11 Privacy Rights Requests
Procedures for submitting and appealing privacy rights requests are described in the “What Are Your Privacy Rights?” section of our Privacy Policy. Nothing in this Section 14 limits your ability to submit such a request, or to file a complaint with a government agency or regulator.
15. Corrections
There may be information on the Services that contains typographical errors, inaccuracies, or omissions, including descriptions, availability, and other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Services at any time, without prior notice.
16. Disclaimer
THE SERVICES ARE PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SERVICES’ CONTENT OR THE CONTENT OF ANY WEBSITES OR MOBILE APPLICATIONS LINKED TO THE SERVICES AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR ANY HYPERLINKED WEBSITE, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY INTERACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS. AS WITH ANY USE OF A THIRD-PARTY SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
17. Limitations of Liability
IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE GREATER OF $100.00 USD OR THE AMOUNT YOU PAID US, IF ANY, IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. NOTHING IN THIS SECTION LIMITS OR EXCLUDES ANY LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED UNDER APPLICABLE LAW, INCLUDING LIABILITY FOR FRAUD, WILLFUL OR RECKLESS MISCONDUCT, GROSS NEGLIGENCE, OR ANY STATUTORY PRIVACY OR DATA-BREACH CLAIM, AND NOTHING IN THESE LEGAL TERMS WAIVES OR LIMITS ANY RIGHT OR REMEDY THAT APPLICABLE LAW MAKES NON-WAIVABLE. CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
18. Indemnification
You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of: (1) your Contributions; (2) use of the Services; (3) breach of these Legal Terms; (4) any breach of your representations and warranties set forth in these Legal Terms; (5) your violation of the rights of a third party, including but not limited to intellectual property rights; or (6) any overt harmful act toward any other user of the Services with whom you connected via the Services. Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.
19. User Data
We will maintain certain data that you transmit to the Services for the purpose of managing the performance of the Services, as well as data relating to your use of the Services. Although we perform regular backups of data, you are solely responsible for all data that you transmit or that relates to any activity you have undertaken using the Services. You agree that we shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against us arising from any such loss or corruption of such data.
20. Electronic Communications, Transactions, and Signatures
Visiting the Services, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Services, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF COMMUNICATIONS INITIATED OR COMPLETED BY US OR VIA THE SERVICES. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records.
21. California Users and Residents
If any complaint with us is not satisfactorily resolved, you can contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.
22. Miscellaneous
These Legal Terms and any policies or operating rules posted by us on the Services or in respect to the Services constitute the entire agreement and understanding between you and us. Our failure to exercise or enforce any right or provision of these Legal Terms shall not operate as a waiver of such right or provision. These Legal Terms operate to the fullest extent permissible by law. We may assign any or all of our rights and obligations to others at any time. If any provision or part of a provision of these Legal Terms is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Legal Terms and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Legal Terms or use of the Services. You agree that these Legal Terms will not be construed against us by virtue of having drafted them. You hereby waive any and all defenses you may have based on the electronic form of these Legal Terms and the lack of signing by the parties hereto to execute these Legal Terms.
Force Majeure. We shall not be responsible or liable for any delay or failure to perform, or for any loss, damage, or inconvenience, caused by any event or circumstance beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, governmental action, power or network failures, or failures of third-party providers.
Third-party data. This product includes GeoLite Data created by MaxMind, available from https://www.maxmind.com/.
Survival. The provisions of these Legal Terms that by their nature should survive termination will survive, including, without limitation, the “Intellectual Property Rights” and “Contribution License” sections (to the extent provided therein), “Disclaimer,” “Limitations of Liability,” “Indemnification,” “Governing Law,” “Dispute Resolution,” and “Miscellaneous” sections, together with any payment or other obligations accrued prior to termination.
23. Contact Us
In order to resolve a complaint regarding the Services or to receive further information regarding use of the Services, please contact us at:
MUSAY Inc. 2261 Market Street STE 82442 San Francisco, CA 94114 United States legal@musay.com