22. Choice of Law, Mandatory Arbitration and Venue

a. Governing Law / Jurisdiction

The Agreements (and any non-contractual disputes/claims arising out of or in connection with them whether arising in tort or contract, under or related to the Glirt Music for Artists Terms) are subject to the laws of the Federal Capital Territory Abuja, without regard to choice or conflicts of law principles.
Further, you and Glirt Music agree to the jurisdiction of the state or federal courts located in F.C.T Abuja, Abuja to resolve any dispute, claim, or controversy that relates to or arises in connection with the Agreements (and any non-contractual disputes/claims relating to or arising out of or in connection with them) and is not subject to mandatory arbitration under Section 23(b) (Arbitration).

b. Arbitration

This Section 23(b) (Arbitration) applies only to users in the United States.

b.1. Dispute resolution and arbitration

You and Glirt Music agree that any dispute, claim, or controversy between you and Glirt Music arising in connection with or relating in any way to these Agreements or to your relationship with Glirt Music as a user of the Service (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether the claims arise during or after the termination of the Agreements) will be determined by mandatory binding individual (not class) arbitration. You and Glirt Music further agree that the arbitrator shall have the exclusive power to rule on his or her own jurisdiction, including any objections with respect to the existence, scope or validity of the arbitration agreement or to the arbitrability of any claim or counterclaim. Arbitration is more informal than a lawsuit in court. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. There may be more limited discovery than in court. The arbitrator must follow this agreement and can award the same damages and relief as a court (including attorneys’ fees), except that the arbitrator may not award any relief, including declaratory or injunctive relief, benefiting anyone but the parties to the arbitration. This arbitration provision will survive termination of the Agreements.

b.2. Exceptions

Notwithstanding Section 23(b)(1) above, you and Glirt Music both agree that nothing in this Section 23(b) will be deemed to waive, preclude, or otherwise limit either of our rights, at any time, to: (1) bring an individual action in a U.S. small claims court; (2) pursue enforcement actions through applicable U.S. federal, state, or local agencies where such actions are available; or, (3) bring an individual action seeking only temporary or preliminary injunctive relief in a court of law, pending a final ruling from the arbitrator.

b.3. No Class or Representative Proceedings: Class Action Waiver

YOU AND GLIRT MUSIC AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless both you and Glirt Music agree, no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding.

b.4. Arbitration rules

Either you or we may start arbitration proceedings. Any arbitration between you and Glirt Music will take place under the Commercial Arbitration Rules and Mediation Procedures of the American Arbitration Association (“AAA”) then in force (“AAA Rules”), as modified by this Arbitration Agreement. You and Glirt Music agree that the Federal Arbitration Act applies and governs the interpretation and enforcement of this provision (despite the choice of law provision above). The AAA Rules, as well as instructions on how to file an arbitration proceeding with the AAA, appear at adr.org, or you may call the AAA at 1-800-778-7879. Glirt Music can also help put you in touch with the AAA.

Any arbitration hearings will take place in New York, New York County, New York , or at a location mutually agreed upon by the parties, provided that if the claim is for $100,000 or less, you may choose whether the arbitration will be conducted: (1) solely on the basis of documents submitted to the arbitrator; (2) through a non-appearance based telephonic hearing; or, (3) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address.

Your arbitration fees and your share of arbitrator compensation will be limited to those fees set forth in the relevant AAA rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.

b.5. Time for filing

Any arbitration must be commenced by filing a demand for arbitration within ONE (1) YEAR after the date the party asserting the claim first knows or reasonably should know of the act, omission, or default giving rise to the claim; there will be no right to any remedy for any claim not asserted within that time period. If applicable law prohibits a one-year limitation period for asserting claims, any claim must be asserted within the shortest time period permitted by applicable law.

b.6. Notice; Process

A party who intends to seek arbitration must first send a written notice of the dispute to the other, by certified mail, or Federal Express, UPS, or Express Mail (signature required), or in the event that we do not have a physical address on file for you, by electronic mail ("Notice"). Glirt Music's address for Notice is: Glirt Music, No. 27 First Avenue Jenew Estate Back of Queens Estate Gwanripa Abuja Nigeria. The Notice must: (1) describe the nature and basis of the claim or dispute; and, (2) set forth the specific relief sought ("Demand"). We agree to use good faith efforts to resolve the claim directly, but if we do not reach an agreement to do so within 30 days after the Notice is received, you or Glirt Music may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or Glirt Music shall not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. In the event our dispute is finally resolved through arbitration in your favor, Glirt Music will pay you the greatest of following: (a) the amount awarded by the arbitrator, if any; (b) the last written settlement amount offered by Glirt Music in settlement of the dispute prior to the arbitrator’s award; or, (3) $1,000.00. All documents and information disclosed in the course of the arbitration shall be kept strictly confidential by the recipient and shall not be used by the recipient for any purpose other than for purposes of the arbitration or the enforcement of the arbitrator’s decision and award and shall not be disclosed except in confidence to persons who have a need to know for such purposes or as required by applicable law.

b.7. Enforceability

If any portion of this Section 23(b) (Arbitration) is found to be unenforceable in court or in arbitration, then the entirety of this Section 23(b) (Arbitration) shall be null and void and, in such case, the parties agree that the exclusive jurisdiction and venue described in Section 23(a) (Governing Law / Jurisdiction) shall govern any action arising out of or related to the Agreements.

23. Miscellaneous

a. No Waivers

No failure or delay on the part of Glirt Music to enforce any provision of the Glirt Music for Artists Terms will constitute a present or future waiver of that or any other provision, limit Glirt Music’s right to enforce such provision at a later time, or limit Glirt Music’s exercise of any power or right under the Glirt Music for Artists Terms.

b. Limitations Period and Release

You agree that any claim arising out of or related to Glirt Music for Artists, Glirt Music, or otherwise arising out of the Glirt Music for Artists Terms must be brought within one (1) year after the claim accrues. Otherwise such claim is permanently barred. In addition, if you have a dispute with one or more third parties (for example, Glirt Music for Artists users or Glirt Music account holders) in connection with Glirt Music for Artists, or the Glirt Music for Artists Terms, you release Glirt Music and its corporate affiliates and any of their officers, directors, employees, agents, shareholders, licensors, licensees, assigns or successors, for any and all damages, liabilities, causes of action, judgments and claims arising out of or in any way connected with such disputes. To the extent that California Civil Code Section 1542 applies to you, you waive California Civil Code Section 1542 with respect to the foregoing claims described in this section. That provision of the Civil Code reads as follows: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with debtor.”

c. Severability

If any provision of the Glirt Music for Artists Terms is held to be unlawful, void, or unenforceable for any reason, then that provision will be deemed severable from the Glirt Music for Artists Terms and will not affect the validity and enforceability of any remaining provisions.

d. Independent Contractors

You agree that no joint venture, partnership, employment, or agency relationship exists between you and Glirt Music as a result of the Glirt Music for Artists Terms or your use of Glirt Music for Artists.

e. Headings

The heading references in the Glirt Music for Artists Terms are for convenience purposes only, do not constitute a part of the Glirt Music for Artists Terms, and will not be deemed to limit or affect any of the provisions hereof or thereof.

24. Notices

All Notices under the Glirt Music for Artists Terms shall be sent to Glirt Music in accordance with the address set forth in Section 23.b.6 set forth above or via email to Glirt-Music-legalnotice@gmail.com.

Notices to you shall be sent via either (i) personal delivery, express courier, or certified or registered mail, return receipt requested to the physical address on file for you for purposes of legal notices OR (ii) email, to the e-mail address we have on file for you for purposes of legal notices.

Notices must be in writing, and will be deemed to have been duly given or made: (a) on the date delivered in person, (b) on the next business day after the date indicated on the return receipt if mailed postage prepaid, by certified or registered mail, with return receipt requested, (c) if sent by a nationally recognized overnight courier service with service charges prepaid, on the next business day after delivery to the courier service (if sent in time for and specifying next day delivery), or (d) on the day sent if sent by email as a PDF file attachment.

25. Confidentiality

“Confidential Information” means any information regarding the terms of the Glirt Music for Artists Terms (other than the fact of its existence or the name and address of each party), and any information, in whatever form, regarding the business or operations of Glirt Music or your use of Glirt Music for Artists, including, but not limited to, confidential or proprietary information about a third party; provided that Confidential Information shall not include information which: (a) at or prior to the time of disclosure by the disclosing party was known to the receiving party through lawful means; (b) at or after the time of disclosure by the disclosing party becomes generally available to the public through no act or omission on the receiving party’s part; (c) is developed by the receiving party independent of any Confidential Information it receives from the disclosing party; (d) the receiving party receives from a third person free to make such disclosure without breach of any legal obligation; or (e) any information disclosed under Glirt Music’s exercise of its rights under Section 21 of the Glirt Music for Artists Terms.

The receiving party acknowledges the confidential nature of the disclosing party's Confidential Information and agrees that it shall not disclose the disclosing party's Confidential Information to any other person, or use any Confidential Information for any purpose other than as contemplated hereby, without the prior written consent of the disclosing party. Each party hereto agrees to take reasonable precautions (no less rigorous than the receiving party takes with respect to its own comparable Confidential Information) to prevent unauthorized or inadvertent disclosure of the other party’s Confidential Information. Notwithstanding the foregoing, a receiving party may disclose Confidential Information of a disclosing party pursuant to any statute, regulation, order, subpoena or document discovery request, and provided that prior written notice of such disclosure is furnished to the disclosing party as soon as practicable in order to afford the disclosing party an opportunity to seek, at its own expense, a protective order (it being agreed that if the disclosing party is unable to obtain or does not seek a protective order and the receiving party is legally compelled to disclose such information, disclosure of such information may be made without liability). In addition, Glirt Music may disclose Confidential Information solely to the limited extent required to comply with applicable laws, regulations and stock exchange rules, or the regulations of any other recognized marketplace, including rules from governmental and non-governmental securities commissions and regulatory agencies, and including in connection with a financing or capital-raising activity undertaken voluntarily by Glirt Music.

26. Contact us

If you have any questions concerning the Glirt Music for Artists Service or the Agreements, please contact Glirt Musicby email glirt-music-artist@gmail.com

Thank you for reading our Terms. We hope you enjoy Glirt Music for Artists!