This agreement (hereinafter “Agreement”) defines the scope of service provided by Bandroom One LLC and includes express limitations to service, as follows:

 

DEFINITIONS

A Client is a person who requests Musician to perform at an event.

 

A Musician is a person who plays a specified instrument, and who, upon payment by Client, will be connected with Client for performance pursuant to predefined terms. Musician shall mean one person, and not more than one person; however, multiple Musicians may be purchased in a single order.

 

NOW, THEREFORE, in consideration of the mutual premises and covenants contained in this Agreement, it is hereby agreed by and between the parties as follows:

 

1. Obligations of Bandroom One

Bandroom One does and hereby covenant and agree that it shall connect Client with Musician on the condition that Client has fully paid invoice, and that invoice has been fully processed by the payment processing service stated in the invoice first.

 

Prior to payment of invoice, Client will have the opportunity to review and verify their order; the following information shall be included within the invoice:

(A) Location and Schedule

(1) Clients address

(2) Location where the Musician will perform

(3) Location where the Musician will rehearse (if applicable)

(4) Dates and times of performance and rehearsal(s) (if applicable)

(B) Special Requests

(1) Detailed list of all requests made by Client that Bandroom One has agreed to accommodate.

(2) Bandroom One reserves the right to include requests at its discretion and may apply such reservation unequally.

(3) Bandroom One shall not be held liable for failure to comply with special requests agreed upon, in situations involving, but not limited to: fraud, mistake, bad faith, and misrepresentation. Furthermore, Bandroom One is not associated with any government or law enforcement agency, and in no way represents itself as such.

 

Following payment of invoice by Client and the successful processing of payment by PayPal, Client shall receive communication connecting Client to Musician. By making payment of invoice to Bandroom One, Client is paying to be connected with the Musician stated in the invoice. This payment does not include payment to the musician for performance(s) and rehearsal(s) (if applicable).After Bandroom One establishes connection between Client and the Musician requested, Bandroom One has fulfilled all obligations to Client and Musician, and thereby, ends any and all obligations to parties.

 

2. Client Obligations

a. The Client does and hereby covenant and agree that it shall pay Bandroom One the full amount due on receipt of invoice.

b. The Client does and hereby covenant and agree that it shall pay the Musician the price agreed upon in the invoice. Payment by Client to Musician shall be made before or after the last scheduled performance, but no later than, 7 days after the last performance date, due directly to the Musician.

 

3. Liability for our Services

WHEN PERMITTED BY LAW, BANDROOM ONE WILL NOT BE RESPONSIBLE FOR LOST PROFITS, REVENUES, OR DATA, FINANCIAL LOSSES OR INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES.

 

TO THE EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF BANDROOM ONE OR ANY CLAIMS UNDER THESE TERMS, INCLUDING FOR ANY IMPLIED WARRANTIES, IS LIMITED TO THE AMOUNT PAID FOR USE OF BANDROOM ONE'S SERVICE.

 

IN ALL CASES, BANDROOM ONE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY MUSICIANS OR CLIENTS.

 

4. Our Warranties and Disclaimers

We hope that your experience with Bandroom One as been a pleasant one. We seek to provide a reasonable level of professionalism and honest service. However, there are certain things that we do not promise about our Services.

 

OTHER THAN AS EXPRESSLY SET OUT IN THESE TERMS OR ADDITIONAL TERMS, BANDROOM ONE DOES NOT MAKE ANY SPECIFIC PROMISES ABOUT THE SERVICES. FOR EXAMPLE, WE DON’T MAKE ANY COMMITMENTS ABOUT THE CHARACTER OF MUSICIANS PROVIDED THROUGH OUR SERVICES, THE SPECIFIC FUNCTIONS OF THE SERVICES, OR THEIR RELIABILITY, AVAILABILITY, OR ABILITY TO MEET YOUR NEEDS. WE PROVIDE THE SERVICES “AS IS”.

 

SOME JURISDICTIONS PROVIDE FOR CERTAIN WARRANTIES, LIKE THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. TO THE EXTENT PERMITTED BY LAW, WE EXCLUDE ALL WARRANTIES.

 

5. Payment of Musicians By Clients

Payment of Musician, by Client, is contingent upon the Musician's attendance to the dates and times, as agreed upon in the invoice. Payment of Musician's may be prorated based on the total number of performance days attended by the musician, at the sole discretion of the Client. Bandroom One connects Clients with Musicians, but does not remain a party after the connection has been established. With this said, any agreement made between Client and Musician must be settled solely between the parties involved, and Bandroom One shall not be a party after it has established the connection.

 

Any additional agreements arranged between Client and Musician is at the sole discretion of the parties involved, and Bandroom One neither consents, nor condemns such agreements.

 

6. GENERAL PROVISIONS.

A. Notices. Any notice or other communication provided for herein or given hereunder to a party hereto shall be in electronic and shall be given by delivery by email to the respective party as follows:

 

Communication to Bandroom One: All general communication by both Clients and Bandroom One shall be made electronically to the Bandroom One email used to communicate initially and thereafter. All legal notices shall be sent electronically to Jaquan.Murchinson@bandoomone.com. Bandroom One shall not consider any communication not made to this recipient, sufficient legal notice. Void where prohibited.

 

Communication made by Bandroom One:

All communication to both Clients and Musicians by Bandroom One shall be made electronically by a Bandroom One domain level email address ("@bandroomone.com"). Communication by Bandroom One that is not made by a Bandroom One email may not constitute actual communication with Bandroom One.

 

Communication between Client and Musician:

Initial communication between Client and Musician shall be made following confirmation that payment of invoice has been successfully processed, thereby, a connection email shall be sent to both Client and Musician. As stated, this connection email signals the initial communication between Client and Musician. No further communication with Bandroom One shall be implied, reasonably relied upon, anticipated, or otherwise required by either Client or Musician. Furthermore, as stated, Bandroom One's service does not include, either express or implied, mediation between Client and Musician. All communication between Client and Musician after the connection email has been sent and received by parties is thereby left to the discretion of the parties involved, and Bandroom One absolves all duties to facilitate communication after the connection has been made.

 

B. Waiver and Amendment. Neither party may waive any of the terms or conditions of this Agreement, nor may this Agreement be amended or modified, except by a duly signed writing referring to the specific provision to be waived, amended or modified.

 

C. Entire Agreement. This Agreement constitutes the entire agreement with respect to the subject matter hereof, and supersedes all other prior agreements and understandings, both written and oral, among the parties hereto and their affiliates.

 

D. Severability. Whenever possible, each provision of this Agreement will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability will not affect any other provision or any other jurisdiction, but this Agreement will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provisions had never been contained herein.

 

E. Governing Law. This Agreement shall be governed by the laws of the state of New Jersey, without regard to its conflicts of law provisions.

 

F. Parties. This Agreement shall be between Bandroom One, Client, and Musician. When applicable, this agreement may include more than one Musician, but each Musician is one person, and not more than one person.

 

G. Voluntary Execution of Agreement. This Agreement is executed voluntarily and without any duress or undue influence on the part or behalf of the Parties, with the full intent of releasing all claims. The Parties acknowledge that:

(i) They have read this Agreement;

(ii) They have been represented, or, in the alternative, have had the opportunity to obtain representation, in the preparation, negotiation, and execution of this Agreement by legal counsel of their own choice;

(iii) They understand the terms and consequences of this Agreement and of the releases it contains; and

(iv) They are fully aware of the legal and binding effect of this Agreement.

 

H. Counterparts/Electronic Signatures. For purposes of this Agreement, payment of the invoice shall have the same force and effect as an original signature.

 

BY RECEIPT OF INVOICE PAYMENT, the Client has executed this Agreement as of the date first above written.

 

BY USING OUR SERVICE, the Musician has executed this Agreement as of the date first above written.