Terms and Conditions

PenUin User Agreement

We maintain this Web site as a free service to our visitors. By using our site, you are agreeing to comply with and be bound by the following terms of use. Please review the following terms carefully. If you do not agree to these terms, you should not use this site in any way.  We own a copyright and, in many instances, patents and other intellectual property in the Site and Content. We may change the Content and features of the Site at any time. The Site and all data, text, designs, pages, print screens, images, artwork, photographs, audio and video clips, and HTML code, source code, and software that reside or are viewable or otherwise discoverable on the Site (collectively, the “Content”) are owned by us or our licencors. “Frame” or “mirror” any part of the Site is not permitted. WE ENCOURAGE USERS TO PLEASE DO ANY AND ALL RESEARCH OF CUSTOMERS AND VENDORS BEFORE ANY BOOKINGS.  PENUIN WILL DO ITS BEST TO ACCOMMODATE OUR SITE USERS WITH A FORM OF USER VERIFICATION TO AID IN THIS PROCESS.  PLEASE REPORT ANY UNUSUAL OR DECEITFUL METHODS BY ANY USER OR VENDOR UTILIZING THIS SITE.

If Users have any question or concerns regarding this statement, contact us at our Contact Page.

1. Acceptance of Agreement as Digital Signature.

By Registering an account on this site, you agree to the terms and conditions outlined in this Terms of Use Agreement (“Agreement”) with respect to our site (the “Site”) PenUinnow.com (“PenUin LLC” or “PenUin”). This Agreement constitutes the entire and only agreement between us and you, and supersedes all prior or contemporaneous agreements, representations, warranties and understandings with respect to the Site, the content, products or services provided by or through the Site, and the subject matter of this Agreement. This Agreement may be amended at any time from time to time by us without specific notice to you. The latest Agreement will be posted on the Site, and you should review this Agreement prior to using the Site. We will not be liable for any harm related to disclosure of your username or password or the use by anyone else of your username or password. You may not use another user’s account without that user’s permission. You will immediately notify us in writing if you discover any unauthorized use of your account or other account-related security breach. We may require you to change your username and/or password if we believe your account is no longer secure or if we receive a complaint that your username violates someone else’s rights. You will have no ownership in your account or your username. We may refuse registration, cancel an account or deny access to the Site for any reason.

You agree that you will comply with all applicable laws, rules and regulations, and that you will not:

  • Restrict or inhibit any other person from using the Site;
  • Use the Site for any unlawful purpose;
  • Express or imply that any statements you make are endorsed by us, without our prior written consent;
  • Impersonate any person or entity, whether actual or fictitious, including any employee or representative of our company;
  • Submit (a) any content or information that is unlawful, fraudulent, libelous, defamatory, or otherwise objectionable, or infringes our or any third party’s intellectual property or other rights; (b) any non-public information about companies without authorization; or (c) any advertisements, solicitations, chain letters, pyramid schemes, surveys, contests, investment opportunities or other unsolicited commercial communication;
  • Submit, or provide links to, any postings containing material that could be considered harmful, obscene, pornographic, sexually explicit, indecent, lewd, violent, abusive, profane, insulting, threatening, harassing, hateful or otherwise objectionable, includes the image or likeness of individuals under 18 years of age, encourages or otherwise depicts or glamorizes drug use (including alcohol and cigarettes), characterizes violence as acceptable, glamorous or desirable, or contains any personal contact information or other personal information identifying any third party;;
  • Submit, or provide links to, any postings containing material that harasses, victimizes, degrades, or intimidates an individual or group of individuals on the basis of religion, race, ethnicity, sexual orientation, gender, age, or disability;
  • Engage in spamming or flooding;
  • Harvest or collect information about Site users;
  • Order, or attempt to order, a number of tickets for an event that exceeds the stated limit for that event;
  • Use any password or code to participate in a presale or other offer on the Site if you did not receive the password or code from us, or if you violate the terms of the presale or offer;

2. Copyrights.

The content, organization, graphics, design, compilation, magnetic translation, digital conversion and other matters related to the Site are protected under applicable copyrights, trademarks and other proprietary (including but not limited to intellectual property) rights both at common law and through registration. The copying, redistribution, use or publication by you of any such matters or any part of the Site, except as allowed by Section 4, is strictly prohibited. You do not acquire ownership rights to any content, document or other materials viewed through the Site. The posting of information or materials on the Site does not constitute a waiver of any right in such information and materials. Under the Digital Millennium Copyright Act of 1998 (the “DMCA”) if you believe in good faith that any content on the Site infringes your copyright, you may send us a notice requesting that the content be removed.  If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, you may send us a counter-notice.

3. Trademarks

PenUin and other names used throughout the site are either trademarks or registered trademarks of PenUin LLC (“PenUin” or “PenUinnow.com), or other third parties. Other product and company names mentioned on the Site may be trademarks of their respective owners and you should contact those owners before using such trademarks.

4. Limited Right to Use.

The viewing, printing or downloading of any content, graphic, form or document from the Site grants you only a limited, nonexclusive license for use solely by you for your own personal use and not for republication, distribution, assignment, sub-license, sale, preparation of derivative works or other use. No part of any content, form or document may be reproduced in any form or incorporated into any information retrieval system, electronic or mechanical, other than for your personal use (but not for resale or redistribution) or as allowed via the site (such as RSS feeds)

Accessing this site via automated means is expressly forbidden except where stated otherwise explicitly or implicitly (APIs, RSS feeds etc.). Using bots, crawlers, scripts or other automated means to access and manipulate the content of this site, including streaming, downloading and posting comments is expressly forbidden and subject to monetary fines, criminal prosecution, or both.

5. Editing, Deleting and Modification.

We reserve the right in our sole discretion to edit or delete any documents, information or other content appearing on the Site. This includes any uploaded audio or visual content, as well as artwork, avatars, or comments that may be posted to the site. You may be able to review, update or modify certain portions of the Personal Information that is stored in a User account set up with us on the Site (if you have one with us on the Site) by logging in to the “My Account” or similar area of the Site or by contacting us at our Contact Page. We may ask you to verify your identity and to provide other details before we are able to provide you with any information, correct any inaccuracies, or delete any information.

6. Indemnification.

You agree to indemnify, defend and hold us and our partners, attorneys, staff and affiliates (collectively, “Affiliated Parties”) harmless from any liability, loss, claim and expense, including reasonable attorneys’ fees, related to your violation of this Agreement or use of the Site. We reserve the right to take exclusive control and defense of any claim, and you will cooperate fully with us in asserting any available defenses

Additionally you agree that your use of this site and your actions related to the use of this site abides by all our policies, local laws, and ordinances.

7. Nontransferable.

Your right to use the Site is not transferable. Any password or right given to you to obtain information or documents is not transferable.

8. Disclaimer and Limits

THE INFORMATION FROM OR THROUGH THE SITE IS PROVIDED “AS IS,” “AS AVAILABLE,” AND ALL WARRANTIES, EXPRESSED OR IMPLIED, ARE DISCLAIMED (INCLUDING, BUT NOT LIMITED TO, THE DISCLAIMER OF ANY IMPLIED WARRANTIES OF VENDOR ABILITY FOR A PARTICULAR PURPOSE). THE INFORMATION AND SERVICES MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. WE AND OUR AFFILIATED PARTIES HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF ANY INFORMATION OR SERVICE. IN PARTICULAR, BUT NOT AS A LIMITATION THEREOF, WE AND OUR AFFILIATED PARTIES ARE NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LITIGATION, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE NEGATION OF DAMAGES SET FORTH ABOVE IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN US AND YOU. THIS SITE AND THE INFORMATION WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US THROUGH THE SITE SHALL CREATE ANY WARRANTY, REPRESENTATION OR GUARANTEE NOT EXPRESSLY STATED IN THIS AGREEMENT.

ALL RESPONSIBILITY OR LIABILITY FOR ANY DAMAGES CAUSED BY VIRUSES CONTAINED WITHIN THE ELECTRONIC FILE CONTAINING THE FORM OR DOCUMENT IS DISCLAIMED. WE WILL NOT BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND THAT MAY RESULT FROM USE OF OR INABILITY TO USE OUR SITE. OUR MAXIMUM LIABILITY TO YOU UNDER ALL CIRCUMSTANCES WILL BE EQUAL TO THE PURCHASE PRICE YOU PAY FOR ANY GOODS, SERVICES OR INFORMATION HEREIN.

9. Use of Information.

We reserve the right, and you authorize us, to use and assign all information regarding Site uses by you and all information provided by you in any manner consistent with our Privacy Policy.

10. Third-Party Services

We allow access to or advertise third-party Vendor/Merchant sites (“Vendors”) from which you may purchase certain goods or services. You understand that we do not operate or control the products or services offered by Vendors. Vendors are responsible for all aspects of order processing, fulfillment, billing and customer service. We are not a party to the transactions entered into between you and Vendors. You agree that use of such Vendors is AT YOUR SOLE RISK AND IS WITHOUT WARRANTIES OF ANY KIND BY US, EXPRESSED, IMPLIED OR OTHERWISE INCLUDING WARRANTIES OF TITLE, VENDOR ABILITY OR NON-INFRINGEMENT. UNDER NO CIRCUMSTANCES ARE WE LIABLE FOR ANY DAMAGES ARISING FROM THE TRANSACTIONS BETWEEN YOU AND VENDORS OR FOR ANY INFORMATION APPEARING ON MERCHANT SITES OR ANY OTHER SITE LINKED TO OUR SITE.

PLEASE NOTE: To comply with European GDPR legislation, you’ll want to make sure that the sharing of access rights to third parties (like https://woocommerce.com) forms part your publicly available Terms & Conditions page on your site. For more information on what GDPR entails and how that applies to you, have a look at https://woocommerce.com/posts/the-gdpr-and-you-the-woocommerce-store-owner/.

11. Third-Party Vendor Policies.

All rules, policies (including privacy policies) and operating procedures of Vendors will apply to you while on such sites. We are not responsible for information provided by you to Vendors. We and the Vendors are independent contractors and neither party has authority to make any representations or commitments on behalf of the other.

12. Privacy Policy

Our Privacy Policy, as it may change from time to time, is a part of this Agreement.

13. Payments.

All fees are quoted in U.S. Dollars.  Full (100%) and/or a minimum of Half (60%) of all payments must be made electronically by the specified methods within the site and is due at the initial purchase point of all sales (dependent of Product Category for each service).  You agree that a calculated percentage (percentages may vary by location and are calculated by tax laws dependent on countries, plus a Service fee set by PenUin) will be added to the total amount of any service fee set forth by any Vendor at the initial point of all sales.  You agree that we may change our payment method for any such fees owed.  You are required to keep your billing information current, complete, and accurate and to notify PenUin of any payment cancellations. You represent and warrant that if you are purchasing a Service provided by Vendors of PenUinnow.com (PenUinnow.com is only a platform for the interactions of Users and Vendors and shall not be held accountable for any purchases or services made or offered by Users and Vendors of the site) that (i) any credit information you supply is true and complete, (ii) charges incurred by you will be honored by your credit card company, and (iii) you will pay the charges incurred by you at the posted prices, including any connecting service fees or applicable taxes.

14. Securities Laws

This Site may include statements concerning our operations, prospects, strategies, financial condition, future economic performance and demand for our products or services, as well as our intentions, plans and objectives that are forward-looking statements. These statements are based upon a number of assumptions and estimates which are subject to significant uncertainties, many of which are beyond our control. When used on our Site, words like “anticipates,” “expects,” “believes,” “estimates,” “seeks,” “plans,” “intends” and similar expressions are intended to identify forward-looking statements designed to fall within securities law safe harbors for forward-looking statements.

The Site and the information contained herein does not constitute an offer or a solicitation of an offer for the sale of any securities. None of the information contained herein is intended to be, and shall not be deemed to be, incorporated into any of our securities-related filings or documents.

15. Links to Other Web Sites

The Site contains links to other Web sites. We are not responsible for the content, accuracy, functionality, or opinions express in such Web sites, and such Web sites are not investigated, monitored or checked for accuracy or completeness by us. Inclusion of any linked Web site on our Site does not imply approval or endorsement of the linked Web site by us. If you decide to leave our Site and access these third-party sites, you do so at your own risk. We strongly encourage you to become familiar with the terms of use and practices of any linked website. Your use of other websites is at your own risk, and is subject to the terms of those websites. It is up to you to take precautions to ensure that whatever links you select or software you download (whether from the Site or other sites) is free of viruses, worms, Trojan horses, defects, date bombs, time bombs, and other items of a destructive nature.

16. Submissions, Uploads, Copyrights and Copyright Agents. (DMCA Policy)

By utilizing this Site and/or uploading any material to this Site, you represent and warrant as a material part of this Agreement that any and all intellectual property, content, or the media you upload (“Your Content”) does not in any way infringe upon the intellectual property rights of any third party, including such rights manifested in registered or unregistered copyrights, trademarks, patents, or trade secrets, whether at common law, by statute or under the terms of the Digital Millennium Copyright Act, as amended.

By uploading, publishing, modifying or displaying Your Content to any part of our service or Site, you automatically grant, and you represent and warrant that you have the right and all necessary licenses to grant, to us an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part), transmit, and distribute Your Content for any purpose on or in connection with our service or Site or the promotion thereof, to prepare derivative works of, or incorporate into other works, Your Content, and to grant and authorize sub-licenses of the foregoing. You also grant each User of the Site a non-exclusive license to access Your Content through the Site, and to use, reproduce, distribute, display and perform Your Content as permitted through the functionality of the Site and under these terms of use.

You also agree not to upload pornographic, obscene or content containing any form of child exploitation, human trafficking or other said acts that deemed criminal and violate human rights.

ADDITIONALLY, YOU HEREBY INDEMNIFY AND HOLD HARMLESS PENUIN LLC AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, AGENTS, AND EMPLOYEES FROM AND AGAINST ANY AND ALL THIRD PARTY CLAIMS OF ANY NATURE OR KIND ARISING FROM ANY UPLOADS OF MATERIAL YOU PLACE ON OUR SITE, INCLUDING ATTORNEYS’ FEES AND COSTS.

WE RESERVE THE RIGHT TO IMMEDIATELY REMOVE ANY MATERIAL THAT IS OR MAY BE INFRINGING OF ANY THIRD PARTY RIGHTS AT ANYTIME OR OTHERWISE BE DEEMED AS INHUMANE OR GROSSLY OFFENSIVE, WITHOUT REFUND OR PRIOR NOTICE TO YOU. YOU AGREE THAT WE MAY TERMINATE YOUR ACCESS AT ANYTIME FOR ANY REASON WITHOUT NOTICE.

If you believe our Site contains content that infringes upon your rights, please notify us immediately. We respect the intellectual property of others, and we ask that our Users do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, and you wish for the content to be removed, please provide our Copyright Agent with the following information:

(i) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
(ii) A description of the copyrighted work that you claim has been infringed;
(iii) A description of where the material that you claim is infringing is located on the Site;
(iv) Your address, telephone number, and e-mail address;
(v) A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
(vi) A statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

17. Rules of PenUin.

Users and Vendors shall abide by any rules set forth within PenUin’s Policies.  Consequences shall be used to discontinue any rule breakers using this Site.  Users and Vendors use any deceiving methods to bypass the Site for any service offered by PenUin.  Users and Vendors may not use any automated software tools not associates with PenUinnow.com.  Users and Vendors are not to impersonate any User or Vendor using this Site or working for this Site.  Users and Vendors are not to promote, manipulate, or forge misleading or false information.  Users and Vendors are not to interfere with any other User or Vendor’s bookings.  Users and Vendors must also abide by all State and Federal Laws while using the Site. The Site is directed to people residing in the United States. We do not represent that Content available on or through the Site is appropriate or available in other locations. We may limit the availability of the Site or any service or product described on the Site to any person or geographic area at any time. If you choose to access the Site from outside the United States, you do so at your own risk. Service Policies.

18. Age Requirements.

The Site is not intended for children under 18 years of age. We do not knowingly collect or store any personally identifiable information from children under the age of 18. We cannot prohibit minors from visiting our Site and must rely on parents and guardians to decide what materials are appropriate for children to view and purchase. There are parental control protections (such as computer hardware, software or filtering services) available that may assist you in limiting access to material that is harmful to minors. If you are under 18, please do not register on the Site, make purchases through the Site, or send any information about yourself to us, including your name, address, telephone number, or email address unless you have permission from a parent or guardian who consciously agrees, understands, and abides by the Rules and Policies of PenUin. If you believe that we might have any information from a child under the age of 18, please contact us at our Contact Page. We do not endorse the products or services listed at this website.

19. User Requirements and Responsibilities.

The Vendors, and not PenUin, are responsible for delivering any purchased goods/services or performing any booked services in timely fashion set forth in any booking agreement. In the event that a Vendor does not fulfill any booking or project obligations, Vendors agree to assume all responsibilities for any refunds owed to users and shall do so in timely fashion. If you, as a User of the Site, choose to enter into a transaction with a Vendor, you agree and understand that you will be required to enter into an agreement with such Vendor and agree to any terms or conditions which may be imposed by such Vendor. As a User and a Vendor of the Site, you acknowledge and agree that you, and not PenUin, will be responsible for performing the obligations of such agreements, except as otherwise expressly set forth in this Agreement. 

If you, as a PenUin Vendor, experience a significant change in group personnel or band members, then we, in our sole discretion, have the right to determine whether to keep active, transfer or terminate your account, including all client reviews previously associated with such account.

In order to ensure that we are able to provide records and notices to you electronically, you agree to notify us immediately of any change in your email address by updating your Account information on the Site or by contacting Customer Support.  In addition, so that we may communicate with you via the U.S. Postal Service and other third-party mail services, you agree to notify us immediately of any change in your address.

PenUin is under no obligation to become involved in disputes between Vendors and Users or any third party. In addition, PenUin is under no obligation to become involved in any dispute regarding the determination of the rightful Vendor, and will not be obligated to make any changes to Vendor’s accounts or transfer of ownership. In the event of any dispute, such as a Vendor’s alleged failure to comply with the Terms or alleged failure in fulfillment of a Service, we may provide the Vendor’s contact information to the User so that the two parties may resolve their dispute.  Service Policies.

20. Booking Protection.

By accessing the Site and agreeing to these Terms of Use, you further agree to our Booking Protection Policy. Notwithstanding the foregoing, if you are a Vendor, you agree that PenUin may take certain actions as deemed appropriate by PenUin for cancellation of bookings after confirmation. Such actions may include publishing a review, suspending you from using the Site or assessing a cancellation fee. PenUin reserves the right, in certain situations and in its sole discretion, to cancel any booking or issue a refund for a booking made via the Site or related services. As a Vendor and/or a User, you agree that PenUin should not be liable for any such cancellations or refunds.

Users booking Vendors using PenUin shall agree to make all necessary arrangements and payments included in Vendor’s contract/receipt, Licensing Terms, Policies / Terms and Conditions, and Rider Terms (if Rider is present for contract).  For any live performance or appearance, once the Vendor arrives at the venue, and is paid the remaining balance due, then by the terms agreed upon in this contract, the Vendor will perform services at the event.  Service Policies.

21. Booking Project Placements.

Vendors seeking Users for audio placement bookings agree that all audio and video recordings involving paid Users is to be original bodies of work only.  All audio and video used in Project placements shall not infringe on any copyright laws governed by the Unites States.  All User project submission acceptations are final and are only refundable due to Vendor cancellations.  In the event that the Vendor cancels the project from its scheduled Date and Time of release as detailed hereunder, the Vendor must refund of any monies paid to Users within a 14 day time period from the date of cancellation.  Notice of cancellation shall be deemed received only upon direct voice contact between Vendor and User. If this is not possible, Vendor should notify Users and PenUin by written communication sent via overnight express delivery.  Users will not be held responsible for the inability of Vendors to refund any monies due to Vendor cancellations.  Vendors and Users shall agree to any contractual agreements made between the two parties in association with booking project placements. (see  Service Policies.)

22. Booking Fees.

All fees are quoted in U.S. Dollars.  Users shall agree to pay Vendors a total of 100 percent (100%) of Vendors set price for any Variable or Bookable Product sold as a bookable service or product.  For Live Services, Users shall pay Vendors a total of  60 percent (60%) plus taxes and PenUin’s  Non-Refundable Service Fees as a down payment.  The remaining half (40%) of the initial total set forth by Vendors shall be paid upon the Vendor’s arrival at the contractually set venue and payments must be made in Cash (U.S. Dollars) unless other payment arrangements can be made as specified by Vendor.  For Electronic Online Services, Users shall pay Vendors a total of 100 percent (100%) of the total set forth by Vendors upon confirmation of delivery utilizing email or other transferable methods offered by PenUin, unless other payment arrangements can be made as specified by Vendor. You agree that a calculated percentage (Taxes based on Country and Location, plus PenUin’s Service Fees, which are subject to change at any time) will be added to the total amount of any service fee set forth by any Vendor at the initial point of all sales.  You agree that we may change our payment method for any such fees owed.  You are required to keep your billing information current, complete, and accurate and to notify PenUin of any payment cancellations.  All calculated service fees added by PenUin (Taxes based on Country and Location, plus PenUin’s Service Fees, which are subject to change at any time) are non-refundable unless cancellation or mishap is due to the fault of the Site.  All users are financially responsible for your use of the Site and the purchase or delivery of User Services; and (c) perform your obligations as specified by any Service Contract that you enter into, unless such obligations are prohibited by applicable law or the Terms of Service.  (see  Service Policies.)

23. Booking Cancellations.

In the event that the Customer cancels the booking or event with at least 14 days prior notice from its scheduled Date and Time as detailed hereunder, no refund of any monies paid in advance to Vendors shall be made and the balance of the monies due to Vendor shall be waived. In the event that within 14 days of the Event, the Customer cancels the booking or if the booking fails to happen for any reason including Act(s) of God and/or closure by any local, state, or EU Law the full amount due shall be payable to the Vendor. Notice of cancellation in advance shall be deemed received only upon direct voice contact between Vendor and Customer. If this is not possible, Customer should notify Vendor and PenUin by written communication sent via overnight express delivery.  Vendors will not be held responsible for the inability to perform or appear for the following reasons only:

•Police or Government Official closing the location of event

•Location/Promoter losing license

•Facility improperly equipped (i.e.: no electricity, unstable set-up)

•Poor or inadequate audio system set-up (i.e.: monitors, mixers, turntables, microphones, etc.)

•Incorrect directions or lack of transportation to the event

•Fire, War, Venue Violence, or Act of God  Service Policies.

24. Refund Policies.

PenUin may from time to time offer products or services to you. Unless otherwise stated, all transactions are final and non-refundable once delivered. In the case of non-deliverability through no fault of your own, PenUin LLC will refund or credit the amount of any payments received. You may cancel your PenUin account at any time; however, there are no refunds for cancellation except (a) as expressly set forth herein, and/or (b) as required by applicable law. In the event that PenUin suspends or terminates your account or this Agreement, you understand and agree that you shall receive no refund or exchange for any Site Content, any unused time on a subscription, any license or subscription fees for any portion of the Sites, any content or data associated with your account or for anything else.

Neither refunds nor credits will be issued for losses due to losses sustained due to violations of these Terms of Service or the law.

This Section sets forth your sole and exclusive right to refund and return.  Service Policies.

25. Booking Billing and Promotions.

Vendors shall be billed on all promotional materials with any pictures and logos supplied to Customers.  User shall not represent Vendor on any promotional materials using derogatory descriptions. Any questions regarding the appropriateness of a word, phrase or image should be directed to the Vendor.  User agrees to provide Vendor with copies of all promotional material involved in Event, such as fliers, posters, advertisements, photographs, video and audio recordings, within one week of end of Event.  Service Policies.

26. Invoices and Taxes.

PenUin will have no responsibility for determining the necessity of or for issuing any formal invoices, or for determining, remitting, or withholding any taxes applicable to the User Fees.  Users will be solely responsible for determining whether it is required by applicable law to issue any formal invoices for the User Fees and for issuing any invoices so required.  User will also be solely responsible for determining whether: (a) User or Vendor is required by applicable law to remit to the appropriate authorities any value added tax or any other taxes or similar charges applicable to the User Fees and remitting any such taxes or charges to the appropriate authorities on behalf of itself or PenUin, as appropriate; and (b) PenUin is required by applicable law to withhold any amount of the User Fees and for notifying PenUin of any such requirement and indemnifying PenUin (either by PenUin, at our sole discretion, offsetting the relevant amount against a future payment of User Fees to User or User reimbursing PenUin for the applicable amount) for any requirement to pay any withholding amount to the appropriate authorities (including penalties and interest).  In the event of an audit of PenUin, Users and Vendors agree to promptly cooperate with PenUin and provide copies of User’s tax returns and other documents as may be reasonably requested for purposes of such audit, including but not limited to records showing User is engaging in an independent business as represented to PenUin.  

27. *Virtual Vendor Label Accounts. (not yet available)

You may create an account through which other authorized Users or Vendors (each, a “Virtual Vendor Label Member”) may act on your behalf in the roles you assign for your account (a “Virtual Vendor Label Account”).  A User or Vendor creates a Record Label Account on behalf of a business (the “Virtual Vendor Label”), which may be the User or Vendor as a sole proprietor or a partnership, corporation, or other legal entity the User controls.  The User that registered the Record Label Account may also grant certain account administration privileges for the Record Label Account to one or more Record Label Members (each, a “Virtual Vendor Label Account Administrator”).  Except as otherwise required by applicable law, only the User who registered the Virtual Vendor Label Account and the Virtual Vendor Label Account Administrators can add or remove Virtual Vendor Label Members to or from the Virtual Vendor Label Account.

Each Virtual Vendor Label Member must have an Account and a Profile.  You understand and agree that the Virtual Vendor Label may determine the Profile Visibility and Monetary Percentage of sales from any of its Record Label Members, and you authorize the Virtual Vendor Label to do so by becoming a Virtual Vendor Label Member.  Each Virtual Vendor Label Member must be a User and must be a real person or legally recognized entity.  Each Virtual Vendor Label Member’s Account Profile must contain the Virtual Vendor Label Member’s real name, and Virtual Vendor Label Members must comply with all Terms of Service. Virtual Vendor Label Member’s identities will be subject to verification.  If any of your Virtual Vendor Label Members violate the Terms of Service, it may affect your ability to use the Site.   Upon closure of a Virtual Vendor Label Account, PenUin may close any or all related Accounts.

You agree to grant access to the Virtual Vendor Label Account, including with respect to any Virtual Vendor Label Members, only to Users authorized to act on your behalf and only in accordance with the Terms of Service.  Additionally, you agree to be fully responsible and liable for any action of any Virtual Vendor Label Member and any other User who uses the Virtual Vendor Label Account, including Virtual Vendor Label Account Administrators.  You represent that your Virtual Vendor Label Members have the authority to accept the Terms of Service on your behalf and to create a legally binding obligation on your behalf.  You understand and agree that a Virtual Vendor Label Member may accept and enter into Service Contracts on behalf of the Virtual Vendor Label, and that the Virtual Vendor Label is responsible and liable for all Service Contracts accepted by anyone acting as a Virtual Vendor Label Member.  

Each Virtual Vendor Label Member is either an employee or an independent contractor of the Virtual Vendor Label, as determined by the Virtual Vendor Label.  Without limiting the Virtual Vendor Label’s obligations described in Section 8.2 (Responsibility for Employees and Subcontractors, Including Virtual Vendor Label Members), the Virtual Vendor Label acknowledges and agrees that it assumes all liability for the classification of its Virtual Vendor Label Members as employees or independent contractors.  The Virtual Vendor Label further acknowledges and agrees that the Virtual Vendor Label is responsible for paying its Virtual Vendor Label Members. Virtual Vendor Label Members acknowledge and agree that their Virtual Vendor Label is solely responsible for paying them for work on behalf of the Virtual Vendor Label and that such payments will not be made through the Site.

Your Virtual Vendor Label Account (including feedback) and username are transferable only upon PenUin’s approval, at PenUin’s sole discretion.

You understand and agree that Virtual Vendor Label Member’s Profiles may display work history that includes work done under the Record Label, including after the Record Label Member is no longer a Virtual Vendor Label Member.  Virtual Vendor Labels agree to a 12 percent (12%) fee that will automatically be added to any price set for any service offered by any Users of the Virtual Vendor Label.

28. Information and Press Releases.

The Site may contain information and/or press releases relevant to our operations. While this information was believed to be accurate as of the date prepared, we disclaim any duty or obligation to update this information or any press releases. Information about companies other than ours contained in the press release or otherwise, should not be relied upon as being provided or endorsed by us.

29. Site Updates and Fixes.

We may from time to time in our sole discretion develop and provide Site Services updates, which may include upgrades, bug fixes, patches, and other error corrections and/or new features (collectively, including related documentation, “Updates”).  Updates may also modify or delete in their entirety certain features and functionality.  You agree that we do not have any obligation to provide any Updates or to continue to provide or enable any particular features or functionality.  You will promptly download and install all Updates and acknowledge and agree that Site Services or portions thereof may not work properly should you fail to do so. You further agree that all Updates will be subject to the terms of the Terms of Service, unless otherwise provided in terms associated with such Update.  PenUin reserves the right, at any time, to modify, suspend, or discontinue Site Services or any part thereof without notice.  You agree PenUin will not be liable to you or any third party for any modification, suspension, or discontinuance of Site Services or any part thereof.  PenUin does not warrant that the site is compatible with all devices and operating systems.  It is your sole responsibility to determine whether or not PenUinnow.com is compatible with your device

30. Limitation of Liability.

IN NO EVENT WILL WE OR OUR EVENT PROVIDERS, SUPPLIERS, ADVERTISERS AND SPONSORS, BE RESPONSIBLE OR LIABLE TO YOU OR ANYONE ELSE FOR, AND YOU HEREBY KNOWINGLY AND EXPRESSLY WAIVE ALL RIGHTS TO SEEK, DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY TYPE OTHER THAN OUT OF POCKET EXPENSES, AND ANY RIGHTS TO HAVE DAMAGES MULTIPLIED OR OTHERWISE INCREASED, ARISING OUT OF OR IN CONNECTION WITH THE SITE, THE CONTENT, OR ANY PRODUCT OR SERVICE PURCHASED THROUGH THE SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF WHETHER THE CLAIM IS BASED UPON ANY CONTRACT, TORT, OR OTHER LEGAL OR EQUITABLE THEORY. WITHOUT LIMITING THE FOREGOING, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT WE WILL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER FOR

  • (a) ANY FAILURE OF ANOTHER USER OF THE SITE TO CONFORM TO THE CODES OF CONDUCT,
  • (b) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, WHETHER ARISING IN CONTRACT OR IN TORT, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SITE,
  • (c) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN,
  • (d) ANY BUGS, VIRUSES, WORMS, TROJAN HORSES, DEFECTS, DATE BOMBS, TIME BOMBS OR OTHER ITEMS OF A DESTRUCTIVE NATURE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SITE,
  • (e) ANY ERRORS, MISTAKES, INACCURACIES OR OMISSIONS IN ANY CONTENT, OR
  • (f) ANY LOST, STOLEN OR DAMAGED TICKETS, OR THE FAILURE OF A VENUE TO HONOR A TICKET. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SITE IS TO STOP USING THE SITE. THE LIMITATIONS IN THIS SECTION WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. THE ALLOCATION OF RISK BETWEEN US IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN US. OUR AGGREGATE LIABILITY ARISING OUT OF THESE TERMS OR THE USE OF THE SITE WILL NOT EXCEED THE GREATER OF ONE HUNDRED DOLLARS ($100). IN NO EVENT WILL ATTORNEYS’ FEES BE AWARDED OR RECOVERABLE. OUR LIABILITY WILL BE LIMITED UNDER THIS PARAGRAPH TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, AND THE PROVISIONS OF THIS PARAGRAPH WILL NOT APPLY TO THE EXTENT APPLICABLE LAW PERMITS THE RECOVERY OF DAMAGES, ATTORNEYS’ FEES OR COSTS OTHERWISE PROHIBITED UNDER THIS PARAGRAPH. THE PROVISIONS OF THIS PARAGRAPH THAT
  • (A) PROHIBIT DAMAGES TO BE MULTIPLIED OR OTHERWISE INCREASED,
  • (B) IMPOSE A DAMAGES LIMITATION OF THE GREATER OF ONE HUNDRED DOLLARS ($100) OR THE AMOUNT YOU HAVE PAID US IN THE PAST TWELVE MONTHS, AND
  • (C) PROHIBIT THE RECOVERY OF ATTORNEYS’ FEES AND COSTS, DO NOT APPLY IN CERTAIN STATES, INCLUDING WITHOUT LIMITATION DELAWARE, TO CLAIMS BROUGHT UNDER STATUTES PERMITTING SUCH RECOVERY.

31. Miscellaneous.

This Agreement shall be treated as though it were executed and performed in the State of Delaware and shall be governed by and construed in accordance with the laws thereof (without regard to conflict of law principles). Any cause of action by you with respect to the Site (and/or any information, products or services related thereto) must be instituted within one (1) year after the cause of action arose or be forever waived and barred. All actions shall be subject to the limitations set forth in Section 8 and Section 10. The language in this Agreement shall be interpreted as tin accordance with its fair meaning and not strictly for or against either party. All legal proceedings arising out of or in connection with this Agreement shall be brought solely in the State of Delaware. You expressly submit to the exclusive jurisdiction of said courts and consent to extraterritorial service of process. Should any part of this Agreement be held invalid or unenforceable, that portion shall be construed consistent with applicable law and the remaining portions shall remain in full force and effect. To the extent that anything in or associated with the Site is in conflict or inconsistent with this Agreement, this Agreement shall take precedence. Our failure to enforce any provision of this Agreement shall not be deemed a waiver of such provision nor of the right to enforce such provision.

Usage of this site also constitutes acceptance of our Privacy Policy. In addition to the preceding, please review our Privacy Policy before using this Site. This policy was last updated 8/1/2019

32. Severability.

It is our belief that these Terms do not contain any provision contrary to law. However, if any part of these Terms is determined to be illegal, invalid, or unenforceable, you agree that: (a) that part shall nevertheless be enforced to the extent permissible in order to effect the intent of these Terms, and (b) the remaining parts shall be deemed valid and enforceable.

 

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