Terms of Service

Gruuvv.com Terms of Service

Last Updated: 9/27/2023

Please read these Terms of Service carefully as they contain important information about your legal rights, remedies, and obligations. By accessing or using the GRUUVV Platform, you agree to comply with and be bound by these Terms of Service, whether or not you have registered an account with GRUUVV. These Terms of Service include a mandatory arbitration provision and class action waiver in Section 12. Please read this section carefully as it affects your right to a jury trial. If you do not agree with any of the terms contained within these Terms of Service, including the mandatory arbitration provision and class action waiver, do not use or access the GRUUVV Platform.

Thank you for using GRUUVV!

These Terms of Service ("Terms") constitute a legally binding agreement ("Agreement") between you and GRUUVV (as defined below) governing your access to and use of the GRUUVV website, including any subdomains thereof, and any other websites through which GRUUVV makes its services available (collectively, "Site"), and all associated services (collectively, "GRUUVV Services"). The Site and GRUUVV Services together are hereinafter collectively referred to as the “GRUUVV Platform.” When these Terms mention “GRUUVV,” “we,” “us,” or “our,” it refers to GRUUVV, Inc, the company you are contracting with.

Our collection and use of personal information in connection with your access to and use of the GRUUVV Platform is described in our Privacy Policy.

1. Scope of GRUUVV Services

The GRUUVV Platform is an online marketplace that enables registered users (“Members”) and certain third parties who offer services (Members and third parties who offer services are “DJs” and the services they offer are “DJ Services”) to publish such DJ Services on the GRUUVV Platform (“DJ Profile”) and to communicate and transact directly with Members that are seeking to book such DJ Services (Members using DJ Services are “Event Hosts”). Agreements between Event Hosts and DJs for DJ Services are called “Bookings.”

As the provider of the GRUUVV Platform, GRUUVV does not own, create, sell, resell, provide, control, manage, offer, deliver, or supply any Bookings or DJ Services, nor is GRUUVV an Event Host. DJs alone are responsible for their Bookings and DJ Services. When Members make or accept a Booking, they are entering into a contract directly with each other. GRUUVV is not and does not become a party to or other participant in any contractual relationship between Members. GRUUVV is not acting as an agent in any capacity for any Member, except as specified in Section 8, Booking Modifications, Cancellations and Refunds, Resolution Center.

While we may help facilitate the resolution of disputes, GRUUVV has no control over and does not guarantee (i) the existence, quality, safety, suitability, or legality of any Bookings or DJ Services, (ii) the truth or accuracy of any Booking descriptions, Ratings, Reviews, or other Member Content (as defined below in Section 6), or (iii) the performance or conduct of any Member or third party. GRUUVV does not endorse any Member or DJ Services. Any references to a Member being "verified" (or similar language) only indicate that the Member has completed a relevant verification or identification process and nothing else. Any such description is not an endorsement, certification or guarantee by GRUUVV about any Member, including of the Member's identity or background or whether the Member is trustworthy, safe or suitable. You should always exercise due diligence and care when deciding whether to book DJ Services or accept a Booking request from an Event Hosts, or communicate and interact with other Members, whether online or in person.

To promote the GRUUVV Platform and to increase the exposure of Bookings, Member Content may be displayed on other websites, in applications, within emails, and in online and offline advertisements. To assist Members who speak different languages, Bookings and other Member Content may be translated, in whole or in part, into other languages. GRUUVV cannot guarantee the accuracy or quality of such translations and Members are responsible for reviewing and verifying the accuracy of such translations. The GRUUVV Platform may contain translations powered by Google. GRUUVV disclaims all warranties related to the translations, express or implied, including any warranties of accuracy, reliability, and any implied warranties for merchantability, fitness for a particular purpose and non-infringement.

The GRUUVV Platform may utilize or contain links to third-party websites or resources (“Third-Party Services”). Such Third-Party Services may be subject to different terms and conditions and privacy practices. GRUUVV is not responsible or liable for the availability or accuracy of such Third-Party Services, or the content, products, or services available from such Third-Party Services. Links to such Third-Party Services are not an endorsement by GRUUVV of such Third-Party Services. If you choose to follow links to such Third-Party Services, you do so at your own risk and subject to the terms and conditions of that Third-Party Service.

Due to the nature of the Internet, GRUUVV cannot guarantee the continuous and uninterrupted availability and accessibility of the GRUUVV Platform. GRUUVV may restrict the availability of the GRUUVV Platform or certain areas or features thereof, if this is necessary in view of capacity limits, the security or integrity of our servers, or to carry out maintenance measures that ensure the proper or improved functioning of the GRUUVV Platform. GRUUVV may improve, enhance and modify the GRUUVV Platform and introduce new GRUUVV Services from time to time.

2. Using the Gruuvv Platform as a DJ

If you choose to use the GRUUVV Platform as a DJ, your relationship with GRUUVV is limited to being an independent, third-party contractor, and not an employee, agent, joint-venturer or partner of GRUUVV for any reason, and you act exclusively on your own behalf and for your own benefit, and not on behalf, or for the benefit, of GRUUVV. You further agree that neither you nor any DJ personnel assisting you shall be entitled to the rights or benefits afforded to employees, including but not limited to, disability or unemployment insurance, workers’ compensation, medical or life insurance, sick leave, compensation time, overtime, retirement or holiday benefits, vacation time, profit sharing, bonuses, or any other employment benefit.

As an independent, third-party contractor, GRUUVV does not, and shall not be deemed to, direct or control you generally or in your performance under these Terms specifically, including in connection with your provision of the DJ Services. GRUUVV is not, and shall not be deemed to be in the business of providing DJ Services, or any other related entertainment services. GRUUVV’s business is limited to operating the GRUUVV Platform which enables independent parties to locate and contract with one another. By using the GRUUVV Platform as a DJ, you acknowledge and agree that you have complete discretion whether to list DJ Services or otherwise engage in other business or employment activities. You also acknowledge that you are an individual who is customarily engaged in the independently established trade of providing DJ Services.

Nothing in these Terms shall be construed to give you or any DJ personnel assisting you any authority to represent that such person is an employee of GRUUVV, to bind GRUUVV with respect to contracts or representations or any other matters, or to represent GRUUVV before any court or government or regulatory authority.

3. Eligibility, Using the GRUUVV Platform, Member Verification

You must be at least 18 years old and able to enter into legally binding contracts to access and use the GRUUVV Platform or register an GRUUVV Account. By accessing or using the GRUUVV Platform you represent and warrant that you are 18 or older and have the legal capacity and authority to enter into a legally binding contract.

GRUUVV may make access to and use of the GRUUVV Platform, or certain areas or features of the GRUUVV Platform, subject to certain conditions or requirements, such as completing a verification process, maintaining honesty in posting content, respecting safety while hosting events, abstaining from posting derogatory, hateful, or obscene material, or meeting Ratings or Reviews thresholds.

User verification on the Internet is difficult and we do not assume any responsibility for the confirmation of any Member’s identity.

The access to or use of certain areas and features of the GRUUVV Platform may be subject to separate policies, standards or guidelines, or may require that you accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions applicable to a specific area or feature of the GRUUVV Platform, the latter terms and conditions will take precedence with respect to your access to or use of that area or feature, unless specified otherwise.

4. Modification of these Terms

GRUUVV reserves the right to modify these Terms at any time in accordance with this provision. If we make changes to these Terms, we will post the revised Terms on the GRUUVV Platform and update the “Last Updated” date at the top of these Terms. If you disagree with the revised Terms, you may terminate this Agreement with immediate effect. If you do not terminate your Agreement before the date the revised Terms become effective, your continued access to or use of the GRUUVV Platform will constitute acceptance of the revised Terms.

5. Account Registration

You must register an account ("GRUUVV Account") to access and use certain features of the GRUUVV Platform, such as publishing or making a Booking. If you are registering a GRUUVV Account for a company or other legal entity, you represent and warrant that you have the authority to legally bind that entity and grant us all permissions and licenses provided in these Terms.

You can register a GRUUVV Account using an email address and creating a password, or through your account with certain third-party social networking services, such as Facebook or Google ("SNS Account"). You have the ability to disable the connection between your GRUUVV Account and your SNS Account at any time, by accessing the "Settings" section of the GRUUVV Platform.

You must provide accurate, current and complete information during the registration process and keep your GRUUVV Account and public GRUUVV Account profile page information up-to-date at all times.

You may not register more than one (1) GRUUVV Account unless GRUUVV authorizes you to do so. You may not assign or otherwise transfer your GRUUVV Account to another party.

You are responsible for maintaining the confidentiality and security of your GRUUVV Account credentials and may not disclose your credentials to any third party. You must immediately notify GRUUVV if you know or have any reason to suspect that your credentials have been lost, stolen, misappropriated, or otherwise compromised or in case of any actual or suspected unauthorized use of your GRUUVV Account. You are liable for any and all activities conducted through your GRUUVV Account, unless such activities are not authorized by you and you are not otherwise negligent (such as failing to report the unauthorized use or loss of your credentials).

6. Content and Intellectual Property

GRUUVV may, at its sole discretion, enable Members to (i) create, upload, post, send, receive, store, or hyperlink to content, such as text, photos, audio, video, or other materials and information on or through the GRUUVV Platform ("Member Content"); and (ii) access and view Member Content and any content that GRUUVV itself makes available on or through the GRUUVV Platform, including proprietary GRUUVV content and any content licensed or authorized for use by or through GRUUVV from a third party ("GRUUVV Content" and together with Member Content, "Collective Content").

GRUUVV respects the intellectual property rights of others and expects all Members to do the same. Members are prohibited from uploading content that violates the intellectual property rights of others. By using the GRUUVV platform, Members agree that they will not create, upload, post, send, receive, store, or hyperlink to content which infringes on the copyright or trademark rights of another. Members further represent and agree that any Member Content created, uploaded, posted, sent, or hyperlinked from their profile is their own work, or that the Member has lawfully acquired the right to use the work from the original creator.

To protect the intellectual property rights of others, and in accordance with the Digital Millennium Copyright Act (DMCA), 17 U.S.C. § 512, GRUUVV has implemented procedures for reporting instances of copyright infringement. If you are a copyright holder, or its authorized representative, and you believe in good faith that content residing or accessible through the GRUUVV Platform infringes your copyrighted work, you may submit a written notice of copyright infringement to our designated agent, whose contact information is listed below.

Gruuvv, Inc.

465 Columbus Ave

Boston MA 02116

Telephone number: 617-420-2045

Email address: info@gruuvv.com

The written notice of copyright infringement should provide: (1) A clear description of the copyrighted work(s) that you claim has been infringed; (2) A description of the material on the GRUUVV Platform that you claim is infringing; (3) Information reasonably sufficient to permit us to locate the allegedly infringing material (please be as detailed as possible and provide web addresses leading directly to the material); (4) Your contact information, including your address, telephone number, and an e-mail address; (5) A statement that you have a good faith belief that use of the copyright materials in the manner asserted is not authorized by the copyright owner, its agent, or the law; (6) A statement that the information in the notification is accurate, and under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf; (7) Your physical or electronic signature.

Please be aware that, pursuant to 17 U.S.C. § 512(f), you may be liable for any damages – including costs and attorneys’ fees incurred by us or our Members – if you knowingly materially misrepresent that content is infringing. You may therefore wish to seek the advice of legal counsel before submitting a notice of copyright infringement.

Please also note that we will forward the notice of copyright infringement, or the information contained therein, as well as your contact information to the Member who posted the allegedly infringing content. Additionally, if we remove or disable access to the content pursuant to a valid DMCA notice, GRUUVV will immediately notify the Member that the content has been removed or disabled.

It is the policy of GRUUVV, in its sole discretion, to terminate the accounts of Members who are repeat copyright infringers.

If you believe in good faith that your material is taken down due to a mistake or misidentification of the material, including cases of fair use, you can submit a counter-notification to the designated agent. Gruuvv will replace the removed material and cease disabling access to it not less than 10, nor more than 14, business days following receipt of the counter-notice, unless its designated agent first receives notice from the Member who submitted the notice of copyright infringement that such person has filed an action seeking a court order to restrain the Member from engaging in infringing activity relating to the material on Gruuvv’s system or network.

Please note that Gruuvv will provide the Member who sent a notice of copyright infringement with a copy of the counter-notice and inform that person in 10 business days that it will replace the removed material or cease disabling access to it.

The counter-notification should provide: (1) Your physical or electronic signature; (2) Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled; (3) A statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; (4) Your name, address, and telephone number, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if your address is outside of the United States, for any judicial district in which Gruuvv may be found, and that you will accept service of process from the person who provided a copyright infringement notification or an agent of such person.

Subject to your compliance with these Terms, GRUUVV grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to access and view any Collective Content made available on or through the GRUUVV Platform and accessible to you, solely for your personal and non-commercial use.

7. Payments and Service Fees

GRUUVV uses third-party payment services to facilitate payment and process payment information. Currently, the third-party payment services used by Gruuvv are PayPal and Stripe. Your use of PayPal is subject to the PayPal User Agreement. Similarly, your use of Stripe is subject to the Stripe Services Agreement. By agreeing to GRUUVV’s Terms, you agree to be bound by the terms of whichever third-party payment service you used to purchase DJ Services.

All payment information that you provide must be accurate, complete, and current. By providing credit card or other payment information, you represent and warrant that you are authorized to use the designated payment method and that you authorize us (or our third-party payment processors) to charge your payment method for the total amount of your purchase (including any applicable taxes and fees). If the payment method cannot be verified, is invalid or is otherwise not acceptable, your purchase may be suspended or canceled. You acknowledge that the amount billed may vary due to changes to your purchases, fee changes, or changes in applicable taxes or other transactional fees, and you authorize us (or our third-party payment processor) to charge your payment method for the corresponding amount.

All fees for DJ Services (“Booking Fees”), including applicable Service Fees (defined below) must be paid immediately upon making a Booking using the third-party payment service (Stripe or PayPal) of the DJ’s choosing. The total amount of the fees will be held by the third-party payment service until three (3) days after the DJ Services have been performed. Unless an Event Host initiates a Fee Dispute (defined in Section 8, Booking Modifications, Cancellations, and Refunds), after three (3) days the Booking Fee will be remitted to the DJ and the Service Fees will be released to Gruuvv.

GRUUVV may charge fees to DJs ("Commission Fees") and/or Event Hosts ("Service Fees") (collectively, "Service Fees") in consideration for the use of the GRUUVV Platform.

Any applicable Service Fees (including any applicable Taxes) will be displayed to a DJ or Event Host prior to publishing or making a Booking. GRUUVV reserves the right to change the Service Fees at any time, and will provide Members adequate notice of any fee changes before they become effective.

You are responsible for paying any Service Fees and Taxes, if any, that you owe to GRUUVV. Applicable Service Fees (including any applicable Taxes) are collected by the third-party payment service (either PayPal or Stripe). Any fees owed to GRUUVV will be deducted from the Total Fees by the third-party payment service and then remitted to GRUUVV. Except as otherwise provided on the GRUUVV Platform, Service Fees are non-refundable.

GRUUVV Referral Credits may be redeemed for eligible Bookings via the GRUUVV Platform as specified in the terms and conditions provided with the Referral Credit. You may only redeem GRUUVV Referral Credits after the GRUUVV Referral Credits are reflected in your GRUUVV Account.

8. Booking Modifications, Cancellations and Refunds, Resolution Center

DJs and Event Hosts are responsible for any modifications to a Booking that they make via the GRUUVV Platform or direct GRUUVV customer service to make ("Booking Modifications"), and agree to pay any additional Booking Fees, DJ Fees and/or Taxes associated with such Booking Modifications.

Event Hosts seeking a refund of a Booking Fees must use GRUUVV’s Resolution Center within three (3) days after the scheduled event to initiate a Fee Dispute. Through the Resolution Center, Event Hosts may initiate a Fee Dispute by contacting DJs to request a refund of Booking Fees and explaining the reasons that a refund is necessary. The Resolution Center will allow a DJ either to accept the refund request and remit the refund to the Event Host, or to dispute the request and initiate a negotiation. In the event that the Event Host and DJ cannot come to an agreement through good-faith negotiation, they can seek to have GRUUVV facilitate a resolution by clicking “Get GRUUVV Involved.” Once GRUUVV is involved, a GRUUVV representative will review the refund request and the subsequent negotiations between the parties. The GRUUVV representative will then determine, in his or her sole discretion, whether the Event Host is entitled to a refund. The decision of the GRUUVV representative shall be final and binding on both parties. Failure to honor the decision of the GRUUVV representative within a commercially reasonable time will result in the termination of your GRUUVV Account.

Event Hosts can cancel a confirmed Booking at any time pursuant to the Booking’s cancellation policy, and GRUUVV or its third-party payment services will refund the amount of the Total Fees due to the Event Host in accordance with such cancellation policy. DJs are responsible for setting the cancellation policies for their Bookings by choosing one of three policy options allowed by the GRUUVV Platform. Unless extenuating circumstances exist, any portion of the Total Fees due to the DJ under the applicable cancellation policy will be remitted to the DJ by GRUUVV pursuant to the Payments Terms.

If a DJ cancels a confirmed Booking, the Event Host will receive a full refund of the Total Fees for such booking within a commercially reasonable time of the cancellation. Further, GRUUVV may publish an automated review on the Booking canceled by the DJ indicating that a Booking was canceled. In addition, GRUUVV may (i) keep the calendar for the Booking unavailable or blocked for the dates of the canceled Booking, and/or (ii) impose a cancellation fee, unless the DJ has a valid reason for canceling the Booking or has legitimate concerns about the Event Host’s behavior.

If inclement weather creates an unsafe or uncomfortable scenario for Event Hosts or DJs, either party may modify or cancel a DJ Service. If there is a substantial change in the itinerary or the DJ Service needs to be canceled, DJs and Event Hosts must work together through the GRUUVV Resolution Center to provide an alternative date for the DJ Service, an appropriate refund, or a rebooking. If necessary, the parties may seek to involve GRUUVV to facilitate a resolution.

In certain circumstances, GRUUVV may decide, in its sole discretion, that it is necessary to cancel a confirmed Booking and make appropriate refund and payout decisions. This may be for reasons where GRUUVV believes in good faith, while taking the legitimate interests of both parties into account, this is necessary to avoid significant harm to GRUUVV, other Members, third parties or property.

If, as a DJ, your Event Host cancels a confirmed Booking or GRUUVV decides that it is necessary to cancel a confirmed Booking, and GRUUVV issues a refund to the Event Hosts in accordance with these Terms, you agree that in the event you have already been paid, GRUUVV will be entitled to recover the amount of any such refund from you, including by subtracting such refund amount out from any future Payouts due to you.

9. Ratings and Reviews

After completing a Booking, Event Hosts and DJs can leave a public review (“Review”) and submit a star rating (“Rating”) about each other. Ratings or Reviews reflect the opinions of individual Members and do not reflect the opinion of GRUUVV. Ratings and Reviews are not verified by GRUUVV for accuracy and may be incorrect or misleading.

Members are prohibited from manipulating the Ratings and Reviews system in any manner, such as instructing a third party to write a positive or negative Review about another Member.

Ratings and Reviews are part of a Member’s public profile and may also be visible elsewhere on the GRUUVV Platform (such as the Booking page) together with other relevant information such as number of Bookings, number of cancellations, average response time and other information.

10. Indemnification

You agree to defend, indemnify, and hold harmless GRUUVV, its affiliates, licensors, and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms or your use of the GRUUVV Platform, including but not limited to any use of the GRUUVV Platform’s content, services, and products other than as expressly authorized in these Terms.

11. Governing Law

All matters relating to the GRUUVV Platform and these Terms and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the Commonwealth of Massachusetts.

12. Dispute Resolution by Binding Arbitration and Class Action Waiver

By using the GRUUVV Platform, you and GRUUVV agree that in the event of any dispute between you and GRUUVV, each party shall notify the other party in writing within thirty (30) days of the date the dispute arises. The parties shall submit their dispute to confidential mediation for a good-faith resolution, which shall be a prerequisite to any further dispute resolution. The mediation will be administered by the American Arbitration Association (“AAA”) under its Commercial Mediation Rules and shall take place in the city of Boston, Massachusetts. The mediation shall commence upon the parties’ provision of a joint, written request for mediation to the mediation service, which shall include a description of the dispute and the relief requested. Each party shall cooperate with the mediation service in all reasonable respects and participate in good faith. Mediation fees and expenses shall be borne equally by the parties. If, after the earlier of (i) sixty (60) days following the commencement of the mediation, or (ii) the completion of the initial mediation session, the parties have still not come to a resolution for any reason (including failure to actually mediate), the parties shall seek to resolve the dispute by binding arbitration, more fully set forth below. Until such time, binding arbitration may not be pursued by the parties.

In the event that confidential mediation between the parties fails, any controversy or claim arising out of or relating to this Agreement or the parties’ dealings shall be settled by binding arbitration administered by the AAA in the City of Boston, Massachusetts in accordance with the Commercial Arbitration Rules of the AAA. The arbitrator, and not any court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to this Agreement, including, but not limited to, any claim that all or any part of this Agreement is void or voidable. The decision of the arbitrator shall be final and binding and judgment upon the award rendered may be entered and enforced in any court of competent jurisdiction. You and GRUUVV hereby expressly waive trial by jury. You also agree not to participate in claims brought in a private attorney general or representative capacity, or consolidated claims involving another person’s account, if GRUUVV is a party to the proceeding.

Notwithstanding the parties’ decision to resolve all disputes through mediation or arbitration, legal action taken by GRUUVV to collect any fees, recover damages for, or obtain an injunction relating to the operations of the GRUUVV Platform operations or intellectual property shall not be submitted to mediation or arbitration except as otherwise agreed to in writing by GRUUVV.

The parties understand that, absent this mandatory provision, they would have the right to sue in court and have a jury trial. They also understand that court review of an arbitration award is subject to very limited review.

The parties further agree that any arbitration shall be conducted in their individual capacities, and not as a class action or other representative action. In the event that applicable law deems this class action waiver is void or invalid with respect to a given claim, then the arbitration provision set forth above shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes.

This arbitration provision shall not be deemed to restrict the right of an Event Host to seek relief against a DJ in small claims court for disputes or claims within the scope of that court’s jurisdiction.

13. Waiver and Severability

No waiver by GRUUVV of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of GRUUVV to assert a right or provision under these Terms of Service shall not constitute a waiver of such right or provision.

If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.