NEWM Music App

Terms and Conditions

Last updated: September 25, 2024

These NEWM Terms (these “Terms”) constitute a legally binding agreement made between NEWM (or the “Company”) and you (or the “User”), concerning User access to the NEWM.io mobile app (“NEWM App”).

The NEWM App is a mobile application available for both iOS and Android platforms. It allows a registered end user (hereafter referred to as the “User”) to:

Play songs that the User already owns in the form of NFTs (Non-Fungible Tokens), which are stored within their digital asset wallet. It shall be referred to as the “Service” or “App” or “NEWM App”.

You agree that by accessing the NEWM App, you have read, understood, and agree to be bound by all of these Terms. If you do not agree with all of these Terms, then you are expressly prohibited from using the App and you must discontinue use immediately.

NEWM App acts solely as a platform facilitating the playback of music.

NEWM shall not be held liable for any infringement or violation of intellectual property rights associated with the music played on the App.

NEWM does not seek credit for the intellectual property rights associated with the music on the App. Any credit or attribution for the creation and distribution of the music should be directed to the wallet of the respective artists.

By using the Service, users acknowledge and agree that NEWM is not responsible for the intellectual property rights associated with the music or NFTs and that any legal disputes regarding such rights are solely between the artists and relevant third parties.

By using NEWM App, you agree to respect the intellectual property rights of others, and any misuse or violation of such rights is the sole responsibility of the User.

DEFINITIONS

Definitions and Defined Terms. The terms defined in the preamble and recitals have their assigned meanings, and each of the following terms has the meaning assigned to it.

“Artists” shall mean a natural person that uploads and distributes their music through NFT (non-fungible token) on a digital asset wallet.
“Disputes” shall mean any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation.
“NEWM” or the “Company” shall mean the third-party music streaming marketplace for artists and music lovers, owned and operated by Basebeat, Inc., a company duly formed in the Republic of Seychelles.
“NFT” shall mean "Non-Fungible Token." An NFT is a unique digital asset that represents ownership or proof of authenticity of a specific item or piece of content using blockchain technology.
“Playback” shall refer to the act of streaming or listening to songs, which Users own as NFTs (Non-Fungible Tokens) stored within their digital asset wallet.
“App” shall mean a digital music streaming service, which enables Users to access and listen to songs that they own in the form of NFTs (Non-Fungible Tokens), stored within their digital asset wallet.
“User” shall mean any individual who accesses and uses the NEWM App.
“Wallet” shall mean a cryptocurrency wallet compatible with Digital Tokens supported by NEWM, such as NEWM’s native token Ɲ, or $ADA.

1. Use of the NEWM APP

1. 1. Eligibility: NEWM exclusively grants access to NEWM App to Users who are legally capable to enter into agreements and establish contractual obligations as recognized by relevant laws. The NEWM App is intended for Users who are at least 18 years old. Persons under the age of 18 are not permitted to register for or use the NEWM App.
  2. Access to the NEWM App for International Users: International Users who are located in a region outside the Republic of Seychelles, where the NEWM App is hosted, should take into consideration the different laws or regulations relating to the personal data collection, storage and disclosure that are valid in the Republic of Seychelles and which might differ from the Users home country.
  3. Compliance With Terms and Applicable Law: The use of the NEWM App requires that the User complies with all applicable laws and the rules and policies in these Terms.
  4. Use of the NEWM App: The NEWM App makes available to the User to access and listen to songs that they own in the form of NFTs (Non-Fungible Tokens), stored within their Wallet.
  5. Account Creation
    1. Users are required to register with the NEWM App. User agrees to keep the password confidential and to be responsible for all use of the account and password. NEWM reserves the right to remove, reclaim, or change a username you select if NEWM determines, in our sole discretion, that such username is inappropriate, obscene, or otherwise objectionable.
    2. The account is strictly personal and cannot be shared with third parties and all account activities are considered to belong to the User. Any sharing for profit of such access rights to third parties is prohibited, unless explicitly allowed in writing by NEWM.
    3. The User shall keep the account login data strictly confidential and away from third party access so that only the User has access to the account. It is prohibited to login into the Service via unauthorized third party applications.
    4. The User bears the exclusive responsibility for any third party account breach, any related changes or damages to the User’s account. Furthermore, any such breach must be communicated immediately to NEWM. NEWM bears no responsibility for any third party access, whether authorized or unauthorized by the User.

2. Technical Requirements

1. 1. General Requirements: To ensure optimal performance and security, Users must comply with the following technical requirements to access and use NEWM App. Failure to meet these requirements may result in limited functionality, suboptimal performance, or inability to access the Service.
  2. Compatible Music NFTs: NEWM App exclusively supports music NFTs that are stored within Wallets that are compatible with Digital Tokens supported by NEWM. Users will only be able to access and listen to music that is recognized as compatible with the connected Wallet. Specifically, the App supports Cardano music NFTs compliant with CIP-60 or similar standards. Music outside this specification or held in non-Cardano wallets may not be accessible within the NEWM App.
  3. Wallet Access and Music Playback: Users must have access to the Wallet where their music NFTs are stored to utilize NEWM App. This entails having the necessary credentials, such as the seed phrase, to unlock the Wallet. NEWM App enables Playback of music NFTs for Users who can unlock their corresponding Wallet. It is the User’s responsibility to manage and secure their Wallet credentials.
  4. Wallet-Related Issues: NEWM App is not responsible for any issues related to the User's Wallet, including but not limited to, loss of access, theft, unauthorized access, or technical malfunctions of the Wallet. Users are solely responsible for the security and proper use of their Wallets. NEWM App's functionality is contingent on the stability and accessibility of these Wallets, over which NEWM App has no control or responsibility.
  5. Copyright Responsibility: NEWM App facilitates the listening of music NFTs already held in the User’s Wallet. The App does not bear responsibility for any copyright infringement issues arising from the content of the music NFTs. Users are responsible for ensuring that the music NFTs they hold and wish to access via NEWM App are compliant with copyright laws and regulations. NEWM App’s role is limited to providing a Service for accessing and playing music NFTs that Users already possess in their Wallets.
  6. By using NEWM App, Users acknowledge and agree to these technical requirements. Non-compliance or failure to adhere to these requirements may impact the User experience and App functionality. NEWM App reserves the right to modify these requirements as necessary to improve Service quality or comply with legal and regulatory changes.

3. Rules for Use of the NEWM App

Restrictions: The User may not access or use the NEWM App for any purpose other than that for which NEWM makes the NEWM App available. The NEWM App may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by NEWM.

As a User of the NEWM App, you agree not to:

copy or adapt the NEWM App’s software, including but not limited to Flash, PHP, HTML, JavaScript, or other code;
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 NEWM App or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the NEWM App;
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”);
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 NEWM App, or using or launching any unauthorized script or other software;
disparage, tarnish, or otherwise harm, in our opinion, NEWM and/or the NEWM App or use the NEWM App in a manner inconsistent with any applicable laws or regulations.

Furthermore, User agrees to or acknowledges the following:

Privacy Policy: By using the NEWM App and/or Services, User consents to NEWM gathering, utilizing, and disclosing the User’s personal information, as outlined in NEWM’s Privacy Policy in the NEWM App and as updated from time to time.

Interactions between Users: User interactions, including any disputes that may arise with other NEWM’s Users, are solely under the responsibility of the User. When using NEWM’s Service, or engaging with any other content provided through the Service, the User does so at own discretion, assuming all associated risks. NEWM EXPLICITLY DISCLAIMS ANY AND ALL LIABILITY TO YOU OR ANY THIRD PARTY IN CONNECTION WITH SUCH ACTIVITIES.
As part of ensuring compliance with the rules and policies outlined in these Terms, NEWM reserves the right to contact Users in accordance with applicable laws. In doing so, NEWM aims to assess adherence to rules and policies complying with law and the User agrees to support NEWM in investigating any suspected instances of unlawful, fraudulent, or improper activity through the Service.
Interactions between Users and NEWM: NEWM may in various occasions reach out to the User through the web-based platform or email address provided during the registration process, or other means of communication provided through or registered by the User on the NEWM App in order to effectively deliver Services. These communications may serve various purposes, such as addressing any questions that may have been raised.

4. User Representations

To enter into this agreement, the User represents and warrants:

all registration information the User submits will be true, accurate, current, and complete; User will maintain the accuracy of such information and promptly update such registration information as necessary;
to have the legal capacity and to comply with these Terms;
the User is not a minor in the jurisdiction they reside;
the User will not access the NEWM App through automated or non-human means, whether through a bot, script, or otherwise; you will not use the NEWM App for any illegal or unauthorized purpose and that the use of the NEWM App will not violate any applicable law or regulation;
if the User provides any information that is untrue, inaccurate, not current, or incomplete, NEWM has the right to suspend or terminate your account and refuse any and all current or future use of the NEWM App (or any portion thereof).

5. Offered Services

Playback: Users may play and listen to recordings that they hold in their Wallet, with the unique characteristic that the ownership or proof of authenticity of the song is associated with an NFT.

6. NO WARRANTY BY NEWM

THE USE OF THE NEWM APP IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, NEWM EXPLICITLY DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE , QUIET ENJOYMENT AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. NEWM MAKES NO WARRANTY THAT THE NEWM APP WILL MEET USER’S REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. NEWM MAKES NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY INFORMATION OR CONTENT OR SERVICES ON THE NEWM APP OR ANY REFERENCE NEWM APPS.

NEWM WILL NOT BE RESPONSIBLE AND IS NOT LIABLE TO USER FOR ANY LOSS AND TAKES NO RESPONSIBILITY FOR, AND WILL NOT BE LIABLE TO USER FOR, ANY USE OF THE NEWM APP, THE CONTENT, SERVICES, OR ANY DIGITAL TOKENS LISTED THEREIN, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM: (I) USER ERROR SUCH AS FORGOTTEN PASSWORDS, INCORRECTLY CONSTRUCTED TRANSACTIONS, OR MISTYPED WALLET ADDRESSES; (II) SERVER FAILURE OR DATA LOSS; (III) UNAUTHORIZED ACCESS TO NEWM APP; OR (IV) ANY UNAUTHORIZED THIRD PARTY ACTIVITIES, INCLUDING WITHOUT LIMITATION THE USE OF VIRUSES, PHISHING, OR OTHER MEANS OF ATTACK TO GAIN ACCESS TO NEWM APP.

NEWM IS NOT: RESPONSIBLE OR LIABLE FOR ANY KIND OF FAILURE, ABNORMAL BEHAVIOR OF SOFTWARE (E.G., WALLET, SMART CONTRACT), BLOCKCHAINS OR ANY OTHER FEATURES OF THE DIGITAL TOKENS. NEWM IS NOT RESPONSIBLE FOR CASUALTIES DUE TO LATE REPORT BY DEVELOPERS OR REPRESENTATIVES (OR NO REPORT AT ALL) OF ANY ISSUES WITH THE BLOCKCHAIN SUPPORTING SUCH TOKENS, INCLUDING FORKS, TECHNICAL NODE ISSUES OR ANY OTHER ISSUES HAVING FUND LOSSES AS A RESULT.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES IN CONTRACTS WITH CONSUMERS, SO THE ABOVE EXCLUSION MAY NOT APPLY TO PURCHASER.

7. LIMITATION OF LIABILITY.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER NEWM NOR ITS SERVICE PROVIDERS, OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS ARE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE OR INTERACT WITH THE NEWM APP, SERVICES, PRODUCTS OR ANY COMPANY CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT NEWM OR ITS SERVICE PROVIDERS HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

TO THE MAXIMUM EXTENT PERMITTED BY THE LAW OF THE APPLICABLE JURISDICTION, IN NO EVENT WILL NEWM’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OF OR INABILITY TO USE OR INTERACT WITH THE NEWM APP, SERVICES, PRODUCTS OR ANY COMPANY CONTENT EXCEED THE PURCHASE PRICE.

THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN NEWM AND USER.

8. Indemnification

User shall defend, indemnify, and hold NEWM and its affiliates, and their respective, directors, members, officers, employees, agents, and other representatives harmless from and against any and all claims, actions, suits, proceedings, damages, losses, costs, investigations, liabilities, judgments, fines, penalties, settlements, interest, and expenses (including attorneys’ fees) that directly or indirectly arise from or are related to any claim, suit, action, demand, or proceeding made or brought by a third party against NEWM, or on account of the investigation, defense, or settlement thereof, arising out of or in connection with (a) any access to or use of the NEWM App or Services by User; (b) any violation by User of these Terms; (c) any misrepresentation made by User; (d) any material posted or otherwise provided by User that infringes any copyright, trademark, trade secret, patent, or other intellectual property right of any person or defames any person or violates their rights of publicity or privacy.

9. Termination of the Use of the NEWM App

Both User and NEWM have the right to terminate the use of the Services. The User may discontinue the use of the Services at any time and the termination takes effect upon closing the NEWM account. NEWM retains the right to terminate a User’s access to the Services under the following circumstances: (i) The User loses the ownership of NFT; (ii) the User breaches any material portion of these Terms; or (iii) the User engages in any unlawful activity related the Use of the NEWM App; or (iv) the control of NEWM changes; or (v) discontinuation of the Services or a portion thereof by NEWM; or (vi) cessation of operations by NEWM. In its sole discretion, NEWM may also choose to interrupt, terminate, or deny access to the Service for any reason, or may take other measures.

The User also comprehends and agrees that upon termination for any reason, except as otherwise specified, (a) the User has no further permits or rights under these Terms (b) NEWM isn’t obligated to provide the Service to the User and it will not be held accountable to the User or any third party for this termination; (c) content, materials, and information (including User Submissions) submitted via the Service will no longer be accessible to the User; and (d) the User’s obligations arising from any User misrepresentation, breach of warranty, or breach of covenant survives termination.

10. Compliance with copyright

NEWM abides by Copyright Laws, such as the Directive 2000/31/EC of the European Parliament and the Directive (UE) 2019/790 of the European Parliament and/or to section 17 U.S.C. 512(c)(3) of the Digital Millennium Copyright Act (“DMCA”) and expects its Users to act accordingly. NEWM Users are responsible for the Content uploaded in the NEWM App and to make sure that such content shall not infringe the Intellectual Property Rights of any third party. If such an infringement takes place, or considered to, NEWM reserves the right to terminate the relevant User accounts. Copyright owners or agents, who deem that any User Content or Third Party Content infringes upon your copyrights or intellectual property rights, may submit a notification pursuant to the above legislation in writing to us at “[email protected]”. In the event of the above NEWM, in its sole discretion, harbors a reasonable doubt regarding the compliance with its terms of service, copyright policies, or any other applicable guidelines, NEWM reserves the unequivocal right to take down or suspend access to the said content without prior notice. Users acknowledge and agree that NEWM’s actions pursuant to this clause are not subject to dispute or challenge.

11. Governing Law and Forum Choice.

These Terms and any action related thereto will be governed by and construed in accordance with laws of the Republic of Seychelles, without regard to its conflict of law provisions. The exclusive jurisdiction for all disputes arising from these Terms or the use of the Distributor NEWM Apps and any disputes between the User and NEWM arising from these Terms will be the appropriate courts located in the Republic of Seychelles, and NEWM and User each waive any objection to jurisdiction and venue in such courts.

12. Miscellaneous

1. Notices: Any notices or other communications provided by NEWM under these Terms shall be given by contacting the User at the contact information the User has provided on the NEWM App. The User is responsible to update such contact information. The User may give notice to NEWM by contacting NEWM at the contact information provided on the NEWM App. Notice is effective upon receipt.
2. Assignment. NEWM may assign these Terms or any of NEWM’s rights under these Terms and delegate NEWM’s obligations hereunder, in whole or in part. The User shall not (i) assign these Terms nor User’s rights under these Terms; or (ii) delegate User’s obligations under these Terms. Any purported assignment or purported delegation in violation of this Section is void.
3. Entire Agreement. These Terms constitute the entire agreement, and supersedes any and all prior or contemporaneous representations, understandings and agreements, between the Parties with respect to the subject matter of these Terms, all of which are hereby merged into these Terms. Without limitation, the terms of any other document, course of dealing, or course of trade will not modify these Terms, except as expressly provided in these Terms or as the Parties may agree in writing. No amendment to these Terms or waiver of any provision hereof will be valid or binding unless reduced to writing and duly executed by the Party or Parties to be bound thereby.
4. Force Majeure. Neither Party shall be liable for (i) non-performance or (ii) any delay in the performance of its obligations pursuant to these Terms to the extent such non-performance or delay is caused, directly or indirectly, by fire, flood, earthquake, elements of nature or acts of God, acts of war, strike, terrorism, riots, civil disorders, rebellions or revolutions, or any other similar cause beyond the reasonable control of such Party.
5. No Waiver. Failure to promptly enforce a provision of these Terms shall not be construed as a waiver of such provision.
6. Severability. If an arbitrator or court of competent jurisdiction decides that any part of these Terms is invalid or unenforceable, that provision is severed from these Terms, and the other provisions remain in effect.
7. Headings. The headings to sections of these Terms are for convenience or reference purposes only and do not form a part of these Terms and do not in any way affect the interpretation or meaning of these Terms.
8. NEWM welcomes any questions relating to these Terms by contacting NEWM per email at: [email protected]

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