Welcome to Imurj! This Imurj Artist Membership Agreement provides the terms and conditions governing your membership in Imurj’s artist programs and is a legally binding agreement (the “Agreement”). Members of Imurj as described herein are defined as “Imurj Members” and such membership is defined as “Imurj Membership.”
1.1Any artist, or anyone interested in supporting and enjoying the local arts and music community, is invited to become an Imurj Member. Imurj Membership is intended for artists, musicians and patrons in the regional North Carolina area.
1.2 Imurj Membership is intended for persons 18 years of age and older. However, minors between the ages of 13 and 18 years of age may become Imurj Members with the consent and guarantee of a parent or legal guardian, which consent and guarantee must be provided to Imurj upon Imurj’s request and are subject to verification at Imurj’s sole and absolute discretion. Minor Imurj Members may be subject certain restrictions and limitations as may be determined in Imurj’s sole and absolute discretion. For examples, certain services may not be available to minors, and minors may not be able to attend certain Imurj events. Minors less than 13 years of age may not join Imurj.
2.1 The types of Imurj Membership categories available are:
2.2 The current annual membership dues for the above Imurj Membership categories (“Membership Dues”), as well as the current associated benefits and services (“Member Services”) are described on Imurj’s website. Imurj reserves the right to change the Services Fees and to modify, discontinue, or terminate any Imurj Member Service and the terms thereof.
2.3 Imurj Memberships are non-refundable and non-transferable.
2.4 The availability of, and your access to, certain Imurj Member Services may be subject to additional fees, terms and conditions, and may require that you enter into a separate agreement with Imurj.
2.5 Each Imurj Membership is for a period of one (1) year. Approximately 30 days before your Imurj Membership expires, Imurj will use the e-mail address you have provided to Imurj to remind you that your Imurj Membership is expiring. If you do not cancel your Imurj Membership prior to its expiration, your Imurj Membership will automatically renew at the same or equivalent membership category and at the rate of the then-existing applicable Membership Dues.
2.6 You agree that Imurj may charge Membership Dues, including membership renewals, and additional fees for certain Imurj Member Services you may elect to use, as applicable, to the credit card you provide when joining Imurj. Your credit card information will be maintained by a third party vendor. Failure to pay applicable Membership Dues will result in termination of your Imurj Membership.
2.7 You are responsible for maintaining the security of your Imurj Membership credentials, including account login and password information. You will not give your credentials to anyone else, and you are responsible for all uses of Imurj Member Services using your credentials, whether such uses are by you or someone who has obtained your credentials.
2.8 Imurj Member Services are provided by Imurj Publishing & Recording, LLC, a North Carolina limited liability company. Your Imurj Membership also includes a membership to the Imurj Café (the “Imurj Café Membership”), a private club located at 300 S. McDowell St., Raleigh, NC 27601, which is operated by Imurj Café, LLC, a North Carolina limited liability company, and where many Imurj events and activities occur. A portion of your Imurj Membership fee is paid to Imurj Café, LLC, for your Imurj Café Membership. Your Imurj Café Membership is subject to the Imurj Cafe Rules
2.9 Your Imurj Membership and Imurj Café Membership entitle you to certain services and benefits as provided herein, but do not constitute a limited liability company membership, or any other equity or voting interest, in either Imurj Publishing & Recording, LLC, Imurj Café, LLC, Imurj, LLC, or any affiliated entity. Your Imurj Membership and Café Membership do not, and shall not be deemed to, constitute an employment, agency, partnership, joint venture, or fiduciary relationship between you and any Imurj entity, or their employees, contractors, agents, or LLC manager or members.
3.1 Except as may otherwise be provided by the terms and conditions applicable to a specific Imurj Member Service, you automatically grant to Imurj a limited, non-exclusive, royalty free, license to reproduce, publicly perform, display, publish, modify, or otherwise use, in any manner or medium known or existing in the future and in perpetuity, any content or materials provided by you to Imurj or performed by you in Imurj’s facilities, including copyrighted materials and your name, likenesses, images, trademarks, service marks, logos, designs, voice, performances, biographical material (individually and collectively), solely for use (a) in the Imurj facilities; (b) in connection with the scope and express functionality of the Imurj Member Services you elect to use; and (c) in connection with the marketing, advertising, or promotion of Imurj. Without limiting the foregoing, you expressly grant permission to Imurj to photograph, film, or otherwise record any appearances or performances by you at the Imurj facilities and to use such recordings for the foregoing limited purposes.
3.2 Nothing in this Agreement or in connection with your use of the Imurj Member Services shall be construed as granting to you any license or right to use, in any way, any content or materials created or provided by Imurj or any other Imurj Member, except as expressly permitted in connection with the functionality of a particular Imurj Member Service. All materials and content provided by Imurj are the proprietary property of Imurj or Imurj’s licensors.
3.3 You may not submit any material or content to Imurj, or otherwise use any Imurj Member Services, in a manner that is demeaning, abusive, aggressive, or otherwise harmful or offensive to any third party, including any other Imurj Member (as determined in the sole discretion of Imurj); and except to the extent expressly permitted by the functionality of a particular Imurj Member Service, you may not, in connection with any Imurj Member Services, post or make available any advertisement, promotional materials, or any other form of solicitation for any products or services, whether directed at any other Imurj Member or other third party.
4.1 You represent and warrant that:
4.1.1 you are under no contractual restriction or other obligation that would prevent you from becoming an Imurj Member or otherwise from entering into, and granting the rights set forth in, this Agreement;
4.1.2 no selections, materials, ideas or other property furnished or selected by you in connection with your Imurj Membership will violate any law or infringe upon any right of any other person or entity;
4.1.3 all information you provide to Imurj in connection with your Imurj Membership will be true, accurate, complete, and current, and you will update any such information as necessary; and
4.1.4 you will comply with all rules, policies, and procedures established by Imurj relating to Imurj Membership, the Imurj Member Services, and the Imurj Café.
5.1 You (and your representatives, heirs, executors, administrators, affiliates, successors, assigns, and any other person or entity claiming by or through you), hereby expressly, absolutely, unconditionally, irrevocably, and forever waive, release, acquit, discharge, and covenant not to sue and agree to indemnify and hold harmless Imurj, LLC, Imurj Publishing & Recording, LLC, and Imurj Café, LLC, and their affiliates, licensees, designees, agents, successors, and assigns, and each of their respective affiliates, licensees, designees, agents, successors, and assigns, and the respective employees, officers, directors, agents, contractors, partners, shareholders, representatives, and attorneys of each and all of the foregoing, from and against any and all liabilities, claims, demands, actions, suits, damages, expenses, costs (including attorneys’ fees), obligations, losses, or for any injury suffered by you or your property, resulting from any existing or future claims of any kind which you or others have or may have under any theory under the law, whether common, constitutional, statutory, or other, of any jurisdiction, foreign or domestic, whether in law or in equity, whether known or unknown, by reason of any and all matters arising directly or indirectly out of your use of the Imurj Member Services or otherwise relating to any content or materials that you may provide, or activities you may engage in, in connection with your Imurj Membership, including but not limited to claims for invasion of privacy, publicity, defamation, false light, public disclosure of private facts, copyright, trademark, confidentiality, moral rights, right to credit or acknowledgement, payment of monies, physical or emotional injury or distress, or any other claims or causes of action.
6.1 ALL ARTIST MEMBER SERVICES ARE PROVIDED ON AN AS-IS,WHERE-IS BASIS. IMURJ MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER ORAL OR WRITTEN, WHETHER EXPRESS, IMPLIED, OR ARISING BY STATUTE, CUSTOM, COURSE OF DEALING OR TRADE USAGE, WITH RESPECT TO THE SUBJECT MATTER HEREOF. WITHOUT LIMITATION, IMURJ SPECIFICALLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE.
6.2 Without limiting the foregoing:
6.2.1 Imurj makes no representations, warranties, or guarantees with respect to any guidance, advice, or counsel you may receive in connection with your Imurj Membership, whether from Imurj, any employee, agent or contractor of Imurj, any other Imurj Member, or any other third party. You acknowledge and understand the speculative nature of the arts and entertainment industries.
6.2.2 Imurj makes no representations, warranties, or guarantees with respect to any materials you may create in connection with your Imurj Membership, including that any such materials will achieve any success or other results in the arts and entertainment industries.
6.2.3 Imurj makes no representations, warranties, or guarantees with respect to any other Imurj Members, its relationship with other Imurj Members, or your relationships or dealings with other Imurj Members or other third parties. You agree that Imurj is not responsible in any way in connection with a relationship or dealing you may have with another Imurj Member or other third party; and if there is a dispute between you and any Imurj Member or other third party, Imurj is under no obligation to become involved.
6.2.4 Imurj makes no representations, warranties, or guarantees with respect to any workshops, seminars, concerts, performances, exhibitions, or other events in connection with the Imurj Member Services, including, but not limited to, the scheduling or cancellation of such events, or the nature of the agenda, topics, content, speakers, performers or other aspects of such events.
6.3 UNDER NO CIRCUMSTANCES SHALL IMURJ BE LIABLE TO YOU FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING DAMAGES FOR ANY LOST PROFITS (EVEN IF IMURJ HAS BEEN ADVISED OR IS OTHERWISE AWARE OF THE POSSIBILITY OF ANY SUCH DAMAGES) ARISING FROM OR RELATED YOUR ARTIST MEMBERSHIP OR ARTIST MEMBER SERVICES.
6.4 IN NO EVENT WILL THE AGGREGATE OF IMURJ’S LIABILITY TO YOU FOR ANY CLAIM, LOSS, COSTS, OR DAMAGE RESULTING FROM YOUR IMURJ MEMBERSHIP OR THE ARTIST MEMBER SERVICES, INCLUDING ATTORNEYS’ FEES AND COSTS, EXCEED THE AMOUNT PAID BY YOU FOR YOUR IMURJ MEMBERSHIP.
7.1 You may terminate your Imurj Membership and your use of Imurj Member Services at any time; provided, however, that Imurj will not refund Membership Dues paid by you.
7.2 Imurj may terminate your Imurj Membership and your use of Imurj Members Services at any time with or without case, in Imurj’s sole discretion. If Imurj terminates your Imurj Membership without cause, Imurj will refund Membership Dues paid by you on a prorated basis.
7.3 Any provisions of this Agreement that by their nature should survive the termination of your Imurj Membership and your use of the Imurj Member Services shall survive such termination.
8.1 This Agreement has been entered into in the state of North Carolina and its validity, construction, interpretation, and legal effect shall be governed by the laws of the state of North Carolina, without regard to any conflict of laws principles which would cause the law of another State or Sovereign to apply. In the event of any dispute under or relating to the terms of this Agreement, or the breach, validity or legality thereof, such disputes shall be brought exclusively in the state or federal courts of Wake County, North Carolina. If any provision of this Agreement shall be held void, voidable, or inoperative, no other provision of this Agreement shall be affected as a result thereof, and accordingly, the remaining provisions of this Agreement shall remain in full force and effect as though such void, voidable, invalid, or inoperative provision had not been contained herein.