Welcome, and thank you for your interest in our Service Shzam ("Shzam”, "we”, or "us”), our website at www.shzam.com (the "Site”), and all related websites, downloadable software, mobile applications, and other services provided by us and on which a link to this Terms and Conditions of Service (collectively, together with the Site, our "Service”).

These online Terms of Service ("Terms of Service”) by and between Shzam an LLC registered in Lee, Florida, the USA with a registered office at 1631 Del Prado Blvd. S Suite 300 #1193, Cape Coral, Florida 33990, registered with the Florida Division of Corporation ("Shzam”) and User (as defined below), together with any and all applicable Order Form(s), Purchases, Exhibits, and/or Schedules (each, as defined below) (collectively, the "Agreement”), constitute a binding agreement between Shzam and the User and set forth the Terms of Service pursuant to which User may access and/or use the Site and the Services.

By clicking on the "I have read and agree to the Terms of Service” when subscribing to any of the Services, or otherwise using any of the Services, User:

i.) acknowledges that it has read, agreed, and will comply with this Agreement;
ii.) warrants and represents that: (a.) its representative is at least eighteen (18) years of age or the applicable statutory age of majority to enter into a binding agreement; and (b) it has the right, power, and authority to enter into this Agreement on behalf of the company, corporation, governmental organization, or other legal entity, and to bind such organization to these Terms of Service.

PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT CLICK ACCEPT AND CAN NOT USE THE SERVICES. YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS OF SERVICE.

Shzam may amend this Agreement from time to time. All amended terms automatically take effect the sooner of a) the day your use the Service or b) 10 days after they are initially posted on the Site.

1.) DEFINITIONS
i.)"Account” means the account established by Shzam and associated with User and the Services provided to User under this Agreement.
ii.) "Account Information” includes but is not limited to contact information associated with the Account; usage records of the Services and configuration data generated by Shzam.
iii.) "Orders Tab” means part of the User´s Account where the User can find various information with respect to its used Services, e.g. billing information, credit amount, etc.
iv.) "Wallet” means a part of the User’s Account which is a virtual wallet to view the amount in your wallet to use toward purchases.
v.) "Confidential Information” means any proprietary and/or confidential information disclosed, in the course of and during the Term of the Agreement, by one Party (the "Disclosing Party”) to another Party (the "Receiving Party”).
vi.) "User” means, in the case of an individual or company accepting this Agreement. This may include but is not limited to a student, a parent, a tutor, a company, or a visitor simply using the functionality including a blog or any information that is publicly available on the Site.
vii.) "Student” an individual booking and attending lessons through the Shzam Platform.
viii.) "Tutor” an individual conducting educational lessons on the Shzam Platform.
ix.) "Include” and "Including” means including without limitation.
x.) "Intellectual Property” means all intellectual property and technology, regardless of form, including (a) published and unpublished works of authorship; (b) inventions and discoveries, including business methods, compositions of matter, methods, and processes, and new uses for any of the preceding items; (c) words, names, symbols, devices, designs, and other designations, and combinations of the preceding items, used to identify or distinguish a business, good, group, product, or service or to indicate a form of certification; (d) information that is not generally known or readily ascertainable through proper means, whether tangible or intangible; and (e) computer programs, operating systems, applications, firmware and other code, including all source code, object code, application programming interfaces, data files, databases, protocols, specifications, and other documentation.

2.) SERVICES
Shzam allows students ("Students”) and their parents/legal representatives/legal guardians ("Parents”) and tutors ("Tutors”) searching for Students, to connect for and deliver and pay for or receive payment for online and one-to-one and group lessons (upto 9 students). The "Services” include the Site and any Shzam related mobile device application (the "Software”), an online video room, our online discussion forums, and chat rooms, other services and features available through the Software, and Blog and its applicable features, including articles writing and commenting (the "Blog”). Shzam does not provide tutoring services, and Shzam does not match Tutors with Students, Parents, or Companies.
Students are responsible for selecting the right tutor for their needs. In making hiring decisions, Students should review and investigate each tutor’s self-reported credentials, education, and experience, as well as reviews from other students. IF THE STUDENT IS YOUNGER THAN 18 YEARS OLD, ALL TUTORING SESSIONS SHOULD BE SUPERVISED BY A RESPONSIBLE ADULT.
To use the Site, you must obtain access to the Internet, either directly or through devices that access web-based content, and pay any service fees or other costs associated with such access. In addition, you must provide all equipment necessary to make such connection to the Internet, including a computer and modem or another access device.If you are under eighteen (18) years of age, you may use the Site only with the involvement and consent of a parent, or legal guardian, or at the direction of your School. Your School may impose additional policies regarding the use of the Site, with which you must comply.

3.) ACCOUNT REGISTRATION AND TERMINATION
i.) Shzam provides online tutoring lessons designed to improve the overall academic experience and help users save money.
ii.) You may only have one Shzam account for use of the Services.
iii.) You may not create or use more than one account, and you may not share your account or any of the Services with others.
iv.) All information you provide to create an account must be accurate and complete.
v.) You may not impersonate any other person or use a name that is not your own.
vi.) It is your responsibility to update your account information to keep it current and accurate. vii.) When you set up an account, you must also choose a password.
viii.)You are solely responsible for maintaining the confidentiality of your password, and for any and all use of your account.
ix.) You agree not to use the account, username, or password of another user at any time, nor to disclose your password to any third-party.
x.) You agree you will not sell or share or otherwise transfer your membership or any membership rights.
xi.) You agree to notify Shzam immediately if you suspect any unauthorized use of your account or access to your password.
xii.) Shzam has the right to terminate your account for any reason at our sole discretion without notice to you.

4.) PROPRIETARY RIGHTS
The Services are owned and operated by Shzam. Unless otherwise explicitly specified by Shzam, all materials that are included in or otherwise a part of the Services, including past, present, and future versions, domain names, source and object code, the text, site design, logos, graphics, bibliographic and citation information, citation guides, icons, and book cover images, as well as the selection, assembly and arrangement thereof and the "look and feel" of the Services (collectively, "Shzam Content"), are owned, controlled, or licensed by Shzam or Shzam's third-party partners. Shzam Content is protected from unauthorized use, copying and dissemination by copyright, trademark, patent, and other laws, rules, regulations, and treaties. All rights in images of books or other publications included in the Services are reserved by the copyright owners of such materials. Portions of the bibliographic and citation content included in the Services are supplied by third-parties. Any unauthorized use of Shzam Content is prohibited. Any unauthorized use of the materials appearing on the Services may violate copyright, trademark, patent, and other applicable laws, rules, regulations, and treaties, and could result in criminal or civil penalties.

5.) LICENSE
i.) Students: Shzam grants to you, on the Terms set forth, a nontransferable, non-sublicensable, non-exclusive, limited right to access and use the Services and the Software solely for your non-commercial, personal use and subject to the policies and restrictions that we post on our Site from time to time.
ii.) Tutors: Shzam grants to you, on the Terms set forth, a nontransferable, non-sublicensable, non-exclusive, limited right to access and use the Services and the Software solely for the delivery of your personal services to your clients (i.e. Students) and subject to the policies and restrictions that we post on our Site from time to time.
iii.) Applicable to both Students and Tutors: (a.)You agree not to view, copy, or procure content or information from the Website and Software by automated means (such as scripts, bots, spiders, crawlers, or scrapers), or to use other data mining technology or processes to frame, mask, extract data or other materials from the Website and Software (except as may be a result of the standard search engine or Internet browser usage), unless formally authorized by Shzam under separate written agreement. (b) No materials from the Services may be copied, reproduced, modified, republished, downloaded, uploaded, posted, transmitted, or distributed in any form or by any means without Shzam's prior written permission or as expressly provided in these Terms. Where you purchase a subscription or a license to access the Services, you may not share that subscription or license with others.

6.) ACCEPTABLE USE
You are solely responsible for the User Content you submit, through or in connection with our Services, and any material or information that you transmit to other users and for your interactions with other users. When you contribute, upload, or otherwise provide User Content via the Services, you agree to comply with the following Community Usage Rules. In addition to removing such prohibited materials, Shzam may terminate the responsible accounts, and/or report such activities to law enforcement authorities as appropriate.
Prohibited user content includes, but is not limited to, material that Shzam determines: i.) is patently offensive or promotes or otherwise incites racism, bigotry, hatred, or physical harm of any kind against any group or individual;
ii.) harasses or advocates harassment of another person;
iii.) exploits people in a sexual or violent manner or contains nudity, excessive violence, or offensive subject matter or contains a link to an adult or otherwise objectionable website;
iv.) posts information that poses or creates a privacy or security risk to any person;
v.) constitutes or promotes information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
vi.) constitutes or promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacturer-installed copy-protect devices, or providing pirated music or links to pirated music files;
vii.) involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing, instant messaging, "spimming," or "spamming";
viii.) contains restricted or password only access pages or hidden pages or images (those not linked to or from another accessible page) or solicits or is designed to solicit passwords or personal identifying information for commercial or unlawful purposes from other users;
ix.) furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities including, but not limited to, making or buying illegal weapons or providing or creating computer viruses;
x.) involves commercial activities and/or sales without prior written consent from Shzam such as contests, sweepstakes, barter, advertising, or pyramid schemes;
xi.) includes a photograph or video of another person that you have posted without that person's consent; or
xii.) violates or attempts to violate the privacy rights, publicity rights, copyrights, patent rights, trademark rights, contract rights or any other rights of any person.

7.) PROHIBITED ACTIVITIES
i.) if the parties have met on the Shzam platform, they must not take the relationship out of the platform for a term of two years from the first lesson that is booked. In case, the tutor and the student decides to take this contractual relationship out of Shzam, either party may pay conversion charge of between $1000 and $5000. For more information, email at contact@shzam.com;
ii.) sharing of personal information such as email or phone number is strictly prohibited, the Site has a message system which can be used for communication. Apart from that we have a robust matching system in place. If this clause is violated, it is upon the admin’s discretion to suspend the accounts of the Users involved;
iii.) unauthorized advertising to, or solicitation of, any user to buy or sell any products or services;
iv.) circumventing or modifying, attempting to circumvent or modify, or encouraging or assisting any other person in circumventing or modifying any security technology or software that is part of our Services;
v.) activity that involves the use of viruses, bots, worms, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware, or otherwise permit the unauthorized use of or access to a computer or a computer network;
vi.) modifying, copying, distributing, downloading, scraping or transmitting in any form or by any means, in whole or in part, any content from the Services;
vii.) covering or obscuring the banner advertisements and/or safety features (e.g., report abuse button) on your personal profile page, or any Shzam page via HTML/CSS or any other means;
viii.) any automated use of the Services, such as, but not limited to, using scripts to send messages or posts;
ix.) interfering with, disrupting, or creating an undue burden on the Services or the networks or services connected to the Services;
x.) displaying an unauthorized commercial advertisement on your profile, or accepting payment or anything of value from a third person in exchange for your performing any commercial activity using the Services on behalf of that person, such as placing commercial content on review posts or solutions, links to e-commerce sites not authorized by Shzam, or sending messages with a commercial purpose;
xi.) activity unrelated or disruptive to the Services, such as intentionally distributing the wrong solutions to problems, submissions that force browsers to scroll horizontally, large blank or content-free submissions, "Bumping" multiple older topics (posting in them a long time after the last post), posting multiple identical or near-identical messages or topics, including "fad" topics, hard-to-read topic titles (e.g., ALL CAPS, AlTeRnAtE cApS, no spaces, no or excessive punctuation), or multiple hard-to-read or nonsensical messages in a single or multiple topics; or
xii.) using the Services in a manner inconsistent with any applicable law.

8.) SEVERABILITY
i.) If any provision of these Terms becomes void or otherwise unenforceable in whole or in part, the validity of the remainder of these Terms shall not be affected.
ii.) You accept that you will not have a claim for breach of contract or otherwise in respect of such period of unavailability. You also acknowledge that we cannot be held responsible for any delay or disruptions that are inherent in the operation of the Internet and the World Wide Web, including viruses.
Iii.) We shall not be liable to you for any loss or damage whatsoever arising out of or in connection with your use of the Website or any or content and/or facilities provided via the Website.

9.) TERMINATION
We reserve the right to withdraw all or part of the Website at any time. We also reserve the right to terminate this agreement and Terms of Service at any point of time in the event that you are in breach of any of these terms and conditions, and where the breach is capable of cure, you have not cured it to the satisfaction of Shzam within 3 days of a written notice from Shzam.

10.) GOVERNING LAWS
The Shzam Website is controlled by Shzam from its offices within the United States of America. Shzam makes no representation that Content in the site are appropriate or available for use in other locations, and access to them from territories where their content is illegal is prohibited. Those who choose to access this site from other locations do so, on their own initiative and are responsible for compliance with applicable local laws. You may not use or export the Content in violation of U.S. export laws and regulations. Any claim relating to this Website, the services provided through this Website or the Content shall be governed by the internal substantive laws of the State of Florida, unless provided otherwise by contract. Any claim against Shzam shall be governed by the laws of the State of Florida.

11.) ARBITRATION
All disputes arising under this agreement shall be governed by and interpreted in accordance with the laws of Florida, without regard to principles of conflict of laws. The parties to this agreement will submit all disputes arising under this agreement to arbitration in Lee County, Fort Myers, Florida before a single arbitrator of the American Arbitration Association ("AAA”). The arbitrator shall be selected by application of the rules of the AAA, or by mutual agreement of the parties, except that such arbitrator shall be an attorney admitted to practice law in Florida. No party to this agreement will challenge the jurisdiction or venue provisions as provided in this section. No party to this agreement will challenge the jurisdiction or venue provisions as provided in this section. Nothing contained herein shall prevent the party from obtaining an injunction.

12.) INDEMNIFY
You hereby agree to indemnify and to keep Shzam, its directors, employees and agents fully and effectively indemnified against all actions, liabilities, costs, claims, losses, damages, proceedings and/or expenses (including all legal costs, on a full indemnity basis) suffered or incurred by Shzam, in connection with or arising from your use of the Material, access to the Website and dealings with Shzam, including, but not limited to:
i.) any infringement of third party intellectual property rights or any tortious or criminal liability in connection with the student content;
ii.) any unauthorized use of your Login Username and/or Password; and
iii.) any breach or non-observance of any of these terms and conditions by you.

13.) FORCE MAJEURE
In the event that:
i.) Shzam is unable to observe or perform the terms of this Agreement;
ii.) access to the Website is blocked;
Shzam Services are suspended or made unavailable by reason of causes beyond its control including (but not limited to) equipment, system or transmission link malfunction or failure, fire, flood, explosion, acts of elements, acts of God, accidents, epidemics, strikes, lockouts, power blackouts or failure, labor disputes, legislative requirement, administrative order, court order or by any other causes which it cannot control or reasonably be expected to avoid, the performance of Shzam ‘s obligations as affected by such causes shall be excused for the duration of the such events. Shzam shall not be liable for any delay, loss, damage or inconvenience whatsoever caused or arising from or in connection with any one or more of the above-mentioned events. In the event that such events cause Shzam to terminate the offering of Services, Shzam shall not be liable for any damage, costs or expenses, and shall not be required to refund any Fees paid.

14.) ENTIRE AGREEMENT
These Terms of Service constitute the entire agreement between the parties with respect to the subject matter hereof and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter.

15.) CONTACT US
If you have any questions about this agreement, the practices of this site, or your dealings with this Site, please email us at contact@shzam.com