Terms & Conditions

1. Introduction
Thank you for your interest in NovBee. Limited, a service provided by NovBee Limited (“NovBee Limited”, “we”, “us”, or “our”). 

We’re really excited that you are interested in accessing and using the NovBee Limited services, which connect singers, musicians, audio mixer, songwriter, lyricist, fans/supports and any other artists and stakeholder involved in the music production. By signing up, accessing or otherwise using any of the NovBee Limited services, including any associated features and functionalities, websites, user interfaces, and/or applications (collectively, the “Platform”), or by accessing or using any content or material that is made available through the Platform, you are agreeing to these Terms of Use (“Terms” or “Agreement”). 

Please read these Terms, our Privacy Policy and any other terms referenced in this document carefully.  

This Agreement is between you and NovBee Limited, and includes any additional terms and conditions posted by NovBee Limited through the Platform, or otherwise made available to you by NovBee Limited. You acknowledge that you have read and agree to this Agreement. If you do not agree with (or cannot comply with) this Agreement, you may not access or use the Platform.  

You and any other individuals accessing or using the Platform are each referred to individually as a “User”. In order to use the Platform, you must (1) be of legal age to enter into this Agreement, and (2) have the power to enter a binding contract with us and not be barred from doing so under any applicable laws, rules or regulations. If you are an individual accessing or using the site on behalf of, or for the benefit of, any corporation, partnership or other entity with which you are associated (an “Organization”), then you are agreeing to this agreement on behalf of yourself and such Organization, and you represent and warrant that you have the legal authority to bind such Organization to this Agreement. References to “you” and “your” in this Agreement will refer to both the individual using the Platform and to any such Organization. 

Any references to “NovBee Limited” in these Terms will be deemed to include any NovBee Limited. affiliate, i.e., any entity that directly or indirectly controls, is controlled by, or is under common control with NovBee Limited.

2. Changes to the Agreement 
We may modify the Terms from time to time. we might amend the Agreement by publishing a new version of it on the Platform. When such changes are significant, we will give you further notice in the manner that is most appropriate given the situation, such as by prominently displaying a notice on the Platform or sending you an email. Any changes to the Agreement will be considered accepted if you continue to use the Platform after they have been made. This Agreement was last modified as indicated by the "Last Updated" legend above.

3. Our Role and Service 
We may make available the ability for you to connect with other Users for the purpose of providing, or being provided, various types of music-related services and products, including but not limited to composing, singing, recording, editing, lyrics, mixing, producing, or designing visual content. Such services are provided by a User (in such capacity, “Creator”) to another User (in such capacity, “Collaborator”). Additionally, Users and production participants can cast votes for the alternatives and options they like at each phase in the production process. including, but not restricted to, composing, lyrics, singing and maybe mixing.

Due to the scale and self-service nature of the Platform, you expressly acknowledge and agree that (a) NovBee Limited provides a place where different musicians can meet and create music, songs, productions; (b) NovBee Limited is a party to engage into any music, songs, productions’ publishment, marketing events, revenue management and revenue distribution; (c) NovBee Limited is in charge of determining any profit percentage distribution from any production on NovBee's platform; (d) NovBee Limited will not engage into any voting stage, every vote is decide by voters.

4. Using The Site 
A. Permission to Use the Site: 
We grant you permission to use the Site subject to the restrictions in these Terms. We may terminate your permission to use the Site for any conduct that we consider to be inappropriate, or for your breach of these Terms, including the Restrictions listed. Your use of the Site is at your own risk, including the risk that you might be exposed to content that is offensive, indecent, inaccurate, objectionable, or otherwise inappropriate. 

B. Site Availability: 
The Site may be modified, updated, interrupted, suspended or discontinued at any time, for any or no reason, without notice or liability to NovBee Limited. 

C. User Accounts:
You may need to register to use part of the Site. We may reject or require that you change any user name, password or other information that you provide to us in registering. Your user name and password are for your personal use only and should be kept confidential; you are responsible for any use of your user name and password, and you agree to promptly notify us of any confidentiality breach or unauthorized use of your user name and password, or your Site account. We reserve the right to close your account at any time, at our sole discretion, for any reason whatsoever. Furthermore, we reserve the right to reveal your identity (including whatever information we know about you) in the event of a complaint or legal action arising from any message posted by you or when necessary to protect safety and security.

5. Content 
A. Responsibility for Your Content:
You are solely responsible for the content of your messages, and you agree to indemnify and hold NovBee Limited and our agents blameless in the event of a claim arising from the transmission of your message(s) and/or posting (s). We have the right to delete any message for any reason or no reason whatsoever.

B. NovBee Limited’s Right to Use Your Content:
By posting messages, uploading files, inputting data, or engaging in any other form of communication through this Site, you grant NovBee Limited a royalty-free, perpetual, non-exclusive, unrestricted, fully transferable, worldwide license to: (1) use, copy, sublicense, adapt, transmit, publicly perform, or display any such communication; and (2) sublicense to third parties the unrestricted right to exercise any of the foregoing rights granted with respect to the c The rights set out above include the right to utilize any property rights in such communication, including but not limited to rights under copyright, trademark, service mark, or patent laws in any applicable jurisdiction. 

 

C. Ownership:
NovBee Limited owns, controls, or licenses all material on the Site, including but not limited to text, data, graphics, logos, button icons, pictures, audio clips, video clips, links, digital downloads, data compilations, and software. Material on the Site is made available solely for your personal, non-commercial use and may not be copied, reproduced, republished, modified, uploaded, posted, transmitted, or distributed in any way, including by e-mail or other electronic means, without the express prior written consent of NovBee Limited. You may download content from the Site that has been purposefully made available for downloading for your personal, non-commercial use only, provided that you retain any and all copyright and other proprietary notices that may exist on such items.

6. Restrictions 
When using the website, you must follow and/or comply to the following guidelines (including, without limitation, any bulletin boards, chat rooms, or other online services provided on this Site). We do not review every message or verify the truth or accuracy of the information supplied. We do not monitor the postings for content on a regular basis, and we are not responsible for any of the postings' content. We make no promises or guarantees concerning the truth, accuracy, completeness, or appropriateness of any message or content that is uploaded. The opinions stated in the posts are not those of NovBee Limited, its labels, or any other person or entity associated with NovBee Limited. We ask you to notify us if you believe any postings to be objectionable. If we feel removal is warranted, we will make every effort to remove offending content. Please be advised that any removal or modification of a posting is a manual process that may take some time.

We may, but have no obligation to, monitor, edit or remove content that we determine in our sole discretion are suspected to be unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.

A. You agree not to, and will not assist, encourage, or enable others to use the Site to: 
i. Post any material that is knowingly false and/or defamatory, inaccurate, abusive, vulgar, obscene, profane, hateful, harassing, sexually oriented, threatening, invasive of anyone’s privacy, or otherwise in violation of any law; 

ii. Post or transmit any material in violation of a third party’s copyright or other intellectual property or proprietary rights; 

iii. Post or transmit any information or software that contains a virus, worm, defects, Trojan horses or other items of a harmful, disruptive or deleterious nature;  

iv. Engage in commercial activity (including, but not limited to, sales, contests or sweepstakes) without NovBee Limited’s prior written consent;  

v. Solicit, request or collect personal information for commercial or unlawful purposes;  
vi. Solicit personal information from minors;  

vii. Send bulk emails, surveys, or other mass messaging whether commercial in nature or not;  

viii. Engage in keyword spamming, or otherwise attempt to manipulate the Site’s search results; or  

ix. Impersonate any other individual or entity.

 

B. You also agree not to, and will not assist, encourage, or enable others to: 
i. Restrict or inhibit any other user from using and enjoying the Site (for examples, by means of hacking or defacement);  

ii. Utilize any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve, scrape or index any portion of the Site;  

iii. Remove or modify any copyright, trademark or other proprietary rights notice that appears on any portion of the Site or on any materials printed or copied from the Site;  

iv. Record, process or mine information about other users;  

v. Reformat or frame any portion of the Site;  

vi. Take any action that imposes, or may impose, in our sole discretion, an unreasonable or disproportionately large load on NovBee Limited’s technology infrastructure or otherwise make excessive traffic demands of the Site;  

vii. Attempt to gain unauthorized access to the Site, user accounts, computer systems or networks connected to the Site through hacking, password mining or any other means;  

viii. Use any device, software or routine that interferes with the proper working of the Site, or otherwise attempt to interfere with the proper working of the Site;  

ix. Use the Site to violate the security of any computer network, crack passwords or security encryption codes; disrupt or interfere with the security of, or otherwise cause harm to, the Site; or  

x. Remove, circumvent, disable, damage or otherwise interfere with any security-related features of the Site, features that prevent or restrict the use or copying of Site content or features that enforce limitations on the use of the Site. 

7. Third Party
The Site may include links to other websites or applications (each, a “Third Party Site”). Unless otherwise noted, NovBee Limited does not operate, control or endorse any information, products, or services on any Third Party Site. You agree that we are not responsible for the availability or contents of any Third Party Sites and that your use of any Third Party Site is at your own risk. 

8. Indemnification
You agree to indemnify, defend and hold harmless NovBee Limited and its affiliated companies, officers, directors, employees, agents, licensors, and suppliers from and against all losses, expenses, damages, and costs, including but not limited to reasonable attorneys’ fees, resulting from (i) your access to or use of the Site, (ii) your violation of the Terms, (iii)   the infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity. NovBee Limited reserves the right, at your expense, to assume the exclusive defense and control of any matter subject to indemnification by you.

9. Production / Works Copyright 
After voting on any stage (Composing, Lyrics, Singing), Losers of any stage  (Composing, Lyrics, Singing) can retrieve the composing and own 100% copyright of the composing they uploaded for the competition. 

Losers and other creators (users including but not limited to Voters, Visitors, Composers, Lyricists, Singers and Mix Engineers) can’t download and get the winning works of any stage (Composing, Lyrics, Singing) for other usage without NovBee Limited authorization.

The copyright of the winner's works (Composing, Lyrics, Singing) also will be owned by NovBee Limited instead of the winner. Winner can’t retrieve the works (Composing, Lyrics, Singing) and use it for other purposes without NovBee Limited authorization. 

Only Singers can download the sample (with melody line) sung by Demo Singer for further creation or remix but can’t use the sample for other purposes including but not limited to publishing on any sites or platforms without NovBee Limited authorization.. 

10. Contribution by Artists. The artists agree to:
●    Accept the terms and conditions before they upload their work(s) that they can’t retrieve the Composing, Lyrics, Singing, Mixing they uploaded during the voting period or before the voting period ends.
●    Sell the original Music (Wining composing, lyrics, singing work) to the NovBee Limited with all the necessary audio, music sheet and melody line; 
●    Accept the royalty and revenue portion distribution decided by NovBee Limited; 
●    Authorize NovBee Limited to publish and operate the Music for businesses, including distribution and marketing; 
●    Contribute to such production the music embodied in the Music; 
●    Plagiarism is strictly not allowed. Using any Music, or partially, already published; and publish the Music, or partially, in another platform or any usage without the permission of the NovBee Limited are also treated as Plagiarism and misappropriation of copyright; 
●    Strictly comply with the remaining duties and obligations of the terms and condition of use.

11. Works Initiation & Participation
11.1 Artists’ Initiation & Participation
Composers can initiate a project by uploading composing if they are interested. Other composers who want to join the competition can upload their composing by ~40MB MP3 / WAV for competition and voting. 

Lyricists have to upload their lyrics to a project by putting them into the text box under that project for competition and voting instead of uploading any files.
Singers have to mix their singing works to the composition and lyrics by themselves before submission.

After voting, winning works will enter the next stage (Composing>Lyrics>Singing>Mixing) for further creation and voting.

All participants have to upload their work(s) before the submission period ends. No work(s) can be uploaded after the submission period ends.

11.2 Voter Participation
Everyone (or whom we refer to as "users"), including creators or non-creators have the right to vote for their favorite work(s) in each stage (Composing>Lyrics>Singing work) on NovBee’s platform. Before voting, users must login NovBee’s platform with an appropriate email account. 

The voting stage of the lyrics part will only be available after the demo singing work(s) is completed. Voter(s) have to vote and decide which lyrics are their favorite by listening to different demo singing work(s).

The chance of voting varies based on the sort of user. Users who do not participate in that production (or whom we refer to as "non-participants") have only one voting chance. However, the winning composer and lyricist in that production have three votes.

After voting, voters cannot cancel, return, or re-select their vote. Every voter has to consider it clearly before they vote. The voting result will only be shown after the voting period. To be fair, votes are not displayed throughout the voting process.

All voting stages have their own voting period. Voter(s) can only vote before the period ends.

11.3 NovBee Limited’s Participation
After the lyric stage is completed, NovBee Limited will combine the winning composition and winning lyricist to singers for the next step creation.
NovBee Limited will provide a Demo Singer to perform the combination (composition & lyrics) for singers as a sample.

Mixing stage doesn’t involve any voting or competition. NovBee Limited has its own Mixing Engineer for the Mixing works. 

12. Email registration
Before using the service, each user must first login to NovBee's platform. They must sign in using a valid Email account and a valid password when they register an account on NovBee’s platform. NovBee Limited shall send notice, reset password link or other information and news through the registered email account or the logged NovBee account directly.

13. Assignment by NovBee Limited
Prior to completion of the Recording, the rights and obligations of NovBee Limited existing hereunder are personal and unique, and shall not be assigned without the prior written consent of the Artist. Subsequent to the completion of the Recording, NovBee Limited retains the right to assign its rights and obligations existing hereunder without the consent of the Artist.

14. Assignment by Artist
The Artist assigns the Music rights of the Music to the NovBee Limited after their work wins in the voting. The rights and obligations of the Artist existing hereunder are personal and unique, and shall not be assigned without prior written consent of NovBee Limited.

15. Copyright Infringement Issue 
NovBee Limited respects the intellectual property of others and takes the protection of copyrights and all other intellectual property very seriously, and we ask our Users to do the same. Infringing activity will not be tolerated on or through NovBee Limited. The Company’s intellectual property policy is to (a) remove material that the Company believes in good faith, upon notice from an intellectual property owner or his or her agent, is infringing the intellectual property of a third-party by being made available through NovBee Limited; and (b) remove any Contributions Posted to NovBee Limited by “repeat infringers.” The Company considers a “repeat infringer” to be any User that has Posted Contributions to NovBee Limited and for whom the Company has received more than two (2) takedown notices compliant with the provisions of the Intellectual Property Law and Chapter 528 Copyright Ordinance with respect to such Contributions. The Company has discretion, however, to terminate the account of any User after receipt of a single notification of claimed infringement or upon the Company’s own determination. 

Notice and Procedure for Making Claims of Copyright or Other Intellectual Property Infringement. It is the Company’s policy to respond promptly to notices of alleged Intellectual Property Infringement. The Company will promptly terminate your access to NovBee Limited if you are determined by the Company in its sole discretion to be a “repeat infringer” as specified in the Intellectual Property Law.  

Our designated agent under the Chapter 528 Copyright Ordinance and Intellectual Property Law for the receipt of any Notification of Claimed Infringement which may be given under those Law are as follow: 

If you believe that your work has been copied on the Platform in a way that constitutes copyright infringement, please provide our agent with notice in accordance with the requirements, including (i) a description of the copyrighted work that has been infringed and the specific location on the Platform where such work is located; (ii) a description of the location of the original or an authorized copy of the copyrighted work; (iii) your address, telephone number and e-mail address; (iv) 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; (v) a statement by you, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf; and (vi) an electronic or physical signature of the owner of the copyright or the person authorized to act on behalf of the owner of the copyright interest

16. Songs / works using purpose
After the artist sells the original music (hereinafter referred to as the “Music”), to NovBee Limited, NovBee Limited retains the rights to produce the recording of the Music, publish and distribute the Music in commercial and marketing purpose.

17. Distribution and release 
The Company will diligently use its reasonable efforts to secure distribution of the Music. The Recording will be completed and prepared for release and distribution at the discretion of the Company.

18. Music Tokenization. 
Artist authorizes the Company to tokenize the Music among different parties including the Company and Artist(s) as an Non-fungible Token (NFT). The Company retains the right to tokenize the Music. If an NFT is produced based on the Music, the Artist owns different proportions of stake of the NFT. Composer 30%, Lyricist 15%, Singer 25%, NovBee Limited 30%. In case of the sales of NFTs by the Artist, the Company requires to be notified with 5% charge on the ownership transaction fee.

19. Royalties. 
In accordance with the rights granted by the Artist to the Company herein, the Company retains the right to upload the Music on music streaming platform(s). The Company would be entitled to receive royalties or licensing fees (herein collectively referred to as the "Royalties"). Artist(s) (Winner of different stages) will enjoy different proportions of Royalties: Composer 30%, Lyricist 15%, Singer 25%, NovBee Limited 30%. In case of the issuance of an NFT, the sales of NFTs by the Artist will also transfer the Royalties to the new buyer. 

Royalties due to the Artist hereunder shall be delivered by the Company to the Artist within 3 month(s) by cheque or cash.

20. Rules For Promotion
Any contests, sweepstakes, surveys, games or similar promotions (collectively “Promotions“) made available through the Site may be governed by specific rules that are separate from these Terms. By participating in any such Promotions, you will become subject to those rules, which may vary from the Terms set forth herein. NovBee Limited advises you to review carefully any specific rules applicable to a particular Promotion and to review our Privacy Policy which, in addition to these Terms, governs any information you submit in connection with such activities. To the extent that the rules for a Promotion conflict with these Terms, the Promotion rules shall control. 

21. Void Where Prohibited
Although this Site is accessible worldwide, not all products or services discussed or referenced on this Site are available to all persons or in all geographic locations. NovBee Limited reserves the right to limit, in its sole discretion, the provision and quantity of any product or service to any person or geographic area it so desires. Any offer for any product or service made in this Site is void where prohibited.

22. Warranty Disclaimer And Limitations Of Liability

Please Read This Section Carefully
It limits the liability of NovBee Limited and its subsidiaries, affiliates, and licensors. each of these subsections below only applies up to the maximum extent permitted under applicable law. nothing herein is intended to limit any rights you may have which may not be lawfully limited.  

A. the site is made available to you on an “as is”, “with all faults” and “as available” basis. your use of the site is at your own discretion and risk. NovBee Limited makes no claims or promises about the quality, accuracy, or reliability of the site, its safety or security, or the site content. accordingly, NovBee Limited is not liable to you for any loss or damage that might arise from your use of the site. 

B. NovBee Limited expressly disclaims all warranties, whether express or implied, including, but not limited to, any implied warranties of merchantability, fitness for a particular purpose, and non-infringement. you assume total responsibility and risk for your use of the site. 

C. NovBee Limited, its affiliates, and its sponsors are neither responsible nor liable for any direct, indirect, incidental, consequential, special, exemplary, punitive, or other damages arising out of or relating in any way to the site or any third party site. your sole and exclusive right and remedy in case of dissatisfaction with the site, related services and/or any third party site shall be your termination and discontinuation of access to, or use of the site.

D. NovBee Limited does not warrant that the functions contained on the site will be uninterrupted or error-free, that defects will be corrected, or that the site or any third party site, or the servers that make them available, are or will be free of viruses or other harmful components.

E. NovBee Limited does not warrant or make any representations regarding the use or the results of the use of the materials on the site or any third party site. 

F. NovBee Limited makes no representations or warranties regarding how often the materials or information posted on the site will be updated (if at all) or the number or identification of the recording artists or other individuals (if any) that will be featured on the site. 

23. Choice of Law
Users are agreed to compliance with the law of their jurisdiction and the law of Hong Kong Special Administrative Region of the People's Republic of China (collectively, “HKSAR”). Users is fully responsible for any unlawful behaviour(s) on the Platform, while NovBee is not liable for the behaviour(s). 

24. Changes to Platform 
We reserve the right to change, suspend, or discontinue all or any part of the Platform at any time without prior notice or liability.