Terms and Conditions of the Service

1. Operations

   The Site allows music artists and those who represent their interests, such as music labels, public relations companies, agents in the music sector and others who have an interest in the music world (hereinafter: the "Customers") to upload and send music tracks of their creation to Playlist Curators, Social Media Influencers and Hypers (hereinafter: the "Reachers") in order to get feedback on their music and positioning on social networks (hereinafter: "Feedback and positioning").

2. Definitions

   Site: refers to the website www.tangerineway.com/home Tangerine: refers to the whole world of Tangerine S.r.l. also as indicated on the website www.tangerineway.com

   User: refers to both Customers and Reachers, that is all those who have created a user profile on www.tangerineway.com. The terms "Customer" and "Reacher" are specified below; between this definition and the specific definitions, specific definitions will prevail.

   Customer: any individual or legal person who uses the Site to upload and send music to the Reachers. Customers can be musical artists, artists' representatives or any other person who purchases credits to use the services offered on www.tangerineway.com. Customers upload and send only original music produced by them or by subjects they represent.

   Reacher: refers to music industry experts approved by Tangerine and registered on www.tangerineway.com to provide Feedback and/or positioning on Social Networks and/or advice to Customers on the music received. Reachers are divided into individual categories Playlist Curators, Social Media Influencers and Hypers.

   Services: indicate all the services provided by Tangerine on the Site, and in particular, the service that allows Customers - as indicated below - to send their tracks to the Reachers - as indicated below, the provision of musical content, and payment methods , as well as services aimed at assisting the Customer in finding Reachers.

   Track: it is the part or all of a musical work of which the Customer holds the exploitation rights or is the inventor and legally assumes responsibility when uploading and sending a track.

   Link to a Track: connection to an external service that allows you to listen to the track for free (such as, but not limited to, Spotify, youtube, Soundcloud, Bandcamp and others) and / or from a player integrated into the site.

   Feedback: means feedback, written or audio, sent by a Reacher to a Customer about his musical production and also viewed and managed by Tangerine.

   Positioning: Indicates the use, by an influencer on social networks, of a track proposed to him by a musical artist, in one or more publications on his social network profiles.

   Tees: credits that can be purchased on the Site that allow Reachers to be remunerated for their feedback and placement of tracks. Customers must purchase Tees in order to submit their track to the Reachers. Tees can be converted into US dollars by Reachers who can request payment of their credit from their Personal Space.

   Account: This refers to the part of the Site dedicated to a registered User. The Account consists of a part visible to other Users, the Profile, and a Personal Space accessible only by the User.

   Profile: Part of the User's Account accessible to other Users and containing information relevant to the development of activities on the Site. The Profile is filled in by the User himself, or from information publicly available on the web, or from information collected during the use of the Services and that do not correspond to the "personal data" framework as defined in the Privacy Policy, unless expressly authorized by the User.

   Personal Space: Part of the User's Account accessible only to the User himself and containing personal information such as his credits in Tees, and his current and past activities on the Site.

   Balance: means the amount due by Tangerine to the Reacher as indicated and outlined in the specific article.

   Reach Factor: Algorithm developed by Tangerine that correlates a series of parameters to assign a value to the Reacher's ability to reach an audience.

   Arena: functionality of the Site that allows Customers to make their track(s) accessible to all Influencers who operate on Tangerine. Influencers can search among the tracks on the Arena and, if they want, make a creative proposal for one or more tracks by developing a corresponding request in Tees for that proposal.

1. OperationsUse of the Services

   The use of the Services requires the User to register on the Site, by filling in a form and creating an Account. The user must provide all information marked as mandatory. Any incomplete registration will not be validated.

   Each Reachers' application for registration is validated by Tangerine to determine that they are active and qualified music experts. Acceptance criteria include their relevance to the world of music and the fact that they are creator of quality content. Tangerine has developed selection criteria for each individual Reacher category in its specific field. Tangerine reserves the right to refuse registration requests, without having to provide explanations and justifications and without the Reacher being able to claim any right and/or compensation and/or any form of remuneration, even if not economic or financial, for this refusal. Tangerine also reserves the right to cancel, upon notification to the Reacher within the deadline, the accounts of users who no longer correspond to its selection criteria.

2. Notification of the acceptance of the registration to the User

   Tangerine sends a confirmation e-mail to the address given by the User at registration. Once the registration is confirmed, the User will have an Account, which will allow him to access a Personal Area where he can view his personal data. From the Account, the User will be able to access the Services offered by Tangerine.

   The User guarantees that all the information provided in the registration form is accurate, up-todate and truthful. The User is responsible for updating the information in his Account in the event of any change. The User is informed and accepts that the information entered for the purpose of creating or updating his Account is proof of his identity. The information entered by the User binds him from the moment of validation.

3. Use of the Account

   The User can access his Account at any time, after having identified himself using his login and password. The User commits to use the Services personally and not to allow third parties to use it on his behalf, unless he takes full responsibility for them.

4. Confidentiality

   The User is responsible for protecting the confidentiality of his login and password in accordance with the GDPR legislation which can be consulted here Data protection in the EU | European Commission (europa.eu) and on the website of the Privacy Guarantor GDPR 2016/679 - Privacy Guarantor). The User must promptly contact Tangerine as required by law, at the coordinates specified in Article 2 of this document, if he discovers that his Account has been used without his knowledge by third parties and must, even at a later time, provide proof. The User acknowledges that Tangerine has the right to take all appropriate measures if this occurs, including that of closing the account.

The User has access to the Services described on the Site, in the form and with the functions and technical and technological means that Tangerine deems most appropriate. The Site operated by Tangerine operates as follows:

1. For the customers

   Tangerine offers access to qualified Reachers (Playlist Curators on Spotify, Influencers on social networks, Hypers) to whom the Customer can send one or more tracks - their own or those of artists they represent - to obtain Feedback and/or positioning on social networks and/or advice to promote the track(s) on Social Networks, all in full freedom and with the Reachers assuming responsibility. Customers can buy Tees, and use them to send their tracks to the Reachers, or, if they use the Arena mode, where the tracks remain for a maximum of 7 (seven) days from the day the track is uploaded, to accept the proposal and pay for the service.

   > By sending the track(s) to Playlist Curators on the Site, the Customer receives a Feedback on his/her track(s) from the selected curators. If the Customer does not receive Feedback within 3 (three) days, the amount of Tees spent to contact the Curator will be automatically be credited back.

   > By sending their track(s) to the Influencer, the Customer requests a placement on the profile of that influencer on social networks. The necessary Tees are pre-set and frozen until the Reacher responds. If it is not respond within 3 (three) days, the Tees will be re-credited to the Customer. The Customer is debited only after positioning has been confirmed and proved. If the customer sends his track to the Influencers' Arena, he may receive a creative positioning proposal from one or more influencers, with a corresponding cost in Tees. The Customer may decide to accept it or not within 3 (three) days of receiving each individual proposal. If the proposal is accepted by the Customer, the cost in Tees will be deducted only after the positioning has happened and evidence is provided.

   > By sending his/her track(s) to Hyper, the Customer requests the creation of a specific promotional campaign for his track. If the Hyper agrees to carry out the campaign, the cost in Tees will be charged to the Customer's Tees account.

2. For the Reachers

   Reachers receive track(s) from Customers via the Tangerine Site. The requests can be viewed in the Personal Space of the Reacher. The Reachers offer different opportunities depending on the area of expertise as described below:

   > The curators can listen to the Track/s received from their Personal Space and give Feedback to the artist on the Track/s. The cost of the service is predetermined by Tangerine according to the Reach Factor and will be credited in Tees, which will be converted into an amount in USD currency net of Tangerine's commissions. Curators have the option of including the tracks received in their Spotify playlist.

   > Influencers can listen to the Track(s) received from their Personal Space and choose to position the Track(s) on their social networks, at the cost pre-established by Tangerine according to the Reach Factor, which will be converted into an amount in currency USD net of Tangerine fees. They also have the opportunity to choose among the tracks on the Arena and make a creative proposal for a track, with a proposal in Tees. If the Customer accepts the proposal, the cost of the activity will be credited in Tees to the influencer once the activity has been demonstrated. It will be converted into an amount in USD currency net of Tangerine commissions.

   > Hypers receive tracks through the Site, displayed in their Personal Space. They can agree to carry out the promotional activity of the track as specified by the Customer and at the pre-established cost in Tees. The cost in Tees of the activity will be credited into the Music Ad Expert's Tees account, net of Tangerine's commissions and once the service has been done and evidence provided.

From his Personal Space, the Reacher can request t payment in USD for the Tees earned on the site. Payment can only be requested after reaching a credit of USD 20 or more and payment will be made within the next 48 hours.

1. Price

   The price of the Services is indicated on the website www.tangerineway.com. Unless otherwise indicated, it is expressed in USD and includes VAT. Tangerine reserves the right, and with terms and conditions of its sole discretion, to propose promotional offers or price reductions.

2. Price review

   The pricing of the Services may be subject to review by Tangerine. The User will be informed of this revision directly on the Site and via an email that will be sent to the address provided by the User at the time of registration. If the user does not express himself within the terms of the law and continues to use Tangerine, the proposed changes will be considered accepted.

3. Billing

   Invoices are issued using the billing information provided by the Reacher at the time or collection depending on the payment system chosen.The User can request an invoice or receipt when purchasing Tees, if he works as an Artist, or at the time of the payment request if he works as a Reacher. The User can also obtain any copy of the invoice upon request addressed to the e-mail address team@Tangerineway.com.

4. Terms of payment

   The methods of payment of the price of the Services are described on the Site at this page. Payment is made by direct debit on the card indicated by the user or through the financial instrument made available by Tangerine and chosen by the User. Tangerine does not keep any bank data except when necessary for the completion of the transaction. The User guarantees Tangerine that he has the necessary authorizations to use the chosen payment method. The User commits to take the necessary measures so that the price of the Services can be automatically charged to the payment system chosen.

1. Obligations common to all Users

   Without prejudice to the other obligations established here, the User commits to the he following obligations when using the Services:

   1. To respect the laws and regulations in force and not to violate the rights of third parties or public order. In particular, the User is solely responsible for the correct completion of all formalities, in particular administrative, fiscal and/or social formalities, and for all payments of contributions, taxes or duties of any kind at his expense, where applicable in connection with your use of the Services. Tangerine cannot under any circumstances be held responsible for what is elaborated in this paragraph.
   2. The User acknowledges having read on the Site the characteristics and constraints, in particular technical, of all the Services. The User is solely responsible for his use of the Services and by accepting the selected services he declares to have understood what is written in this document.
   3. The User is informed and accepts the fact that the use of the Services requires an Internet connection, and that the quality of the Services directly depends on this connection, for which he is solely responsible.
   4. The User is also solely responsible for the relationships that he can establish with other Users and for the information he communicates to them in the context of the Services. The exercise of appropriate prudence in these relationships and communications is the responsibility of the User. The User also undertakes, in his exchanges with other Users, to respect the rules of courtesy and good conduct.
   5. The User commits to make a strictly personal use of the Services, i.e. connected only and exclusively to the profile with which he has registered. Consequently, he commits not to assign, grant or transfer all or part of its rights and/or obligations arising from the use of the Services to third parties.
   6. The User commits to actively collaborate with Tangerine for the correct execution of the Services. In particular, he commits to provide to Tangerine all the information necessary for the correct execution of the Services.
   7. The User is solely responsible for every single editorial, graphic, audiovisual or other content, including the name and/or image chosen by the User to identify him on the Site, which he shared as part of the Services (hereinafter referred to as : the "Content"). The User guarantees to Tangerine that he has all the rights and authorizations necessary for the distribution of such Content. He commits to ensure that said Content is lawful, that it does not violate public order, morals or the rights of third parties, nor any legislative or regulatory provisions and, more generally, which are not liable to engage any civil or criminal liability for Tangerine. The User therefore refrains from disclosing in particular (non-exhaustive list):
      • Content that is pornographic, obscene, indecent, shocking or unsuitable for the relevant public, defamatory, offensive, violent, racist, xenophobic or revisionist,
      • Counterfeit content,
      • Contents harmful to the image of third parties,
      • Content that is false, misleading or that proposes or promotes illegal, fraudulent or deceptive activities,
      • Harmful content for third-party computer systems (such as viruses, worms, Trojans, etc.),
      • Content on which no rights of use are held,
      • Contents that may in any way and in any form infringe the rights of third parties or cause prejudice to third parties.
   8. The User is responsible for taking the necessary measures to safeguard the information in his Personal Space by his own means. You will not be able to ask Tangerine to provide a copy in the event of data loss.

2. Specific Obligations of the Reacher

   1. The Reacher must have one of the following statuses: (a) status as a company registered in the Commercial Register, (b) as an individual professional, (c) as an association or (d) be the owner of any form of VAT subject in accordance with legislation of his/her country of tax residence, in order to convert the balance of Tees earned on Tangerine into USD from the Personal Space. The Influencer who does not yet have one of these statuses recognizes that they can create an Account on the Site but that they will not be able to convert their Tees into USD as long as they do not have one of these statuses.
   2. The Reacher expressly acknowledges and accepts that his inactivity on the Site and the absence of conversion of his Tees for a period of 365 (three hundred and sixty-five)days in the case of a non-leap year and a period of 366 (three hundred and sixty-six) days in the case of a year consecutive leap, will be considered as an intentional abandonment of its balance of Tees, forgetting the debt and boasting nothing more towards Tangerine pursuant to art. 1236 of the Civil Code.
   3. In order to use the Services relating to the conversion of Tees into USD, the Reacher is required to indicate to Tangerine all the necessary information and to report and possibly send to team@tangerineway.com all the administrative documents necessary to fulfill the obligations laws in force as well as the transparency rules as part of the anti-money laundering supervisory obligation or to avoid any fraud.
   4. The Reacher commits to respect, for the entire duration of his registration on the Site, the ethical practices of the site.
   5. The Reacher acknowledges and accepts that the Services offered by Tangerine generates specific obligations, in particular in tax and social security matters. Tangerine reminds Reachers that there are tax obligations (VAT, duties, taxes, etc.) and contributions related to and applicable to their activities, regardless of their place of residence, in particular in relation to transactions made through Tangerine, even though Tangerine is not responsible for those matters. The Reacher acknowledges that the tools and technical means made available by Tangerine do not release him/her from his/her responsibility towards his/her legal obligations. In particular, the Reacher recognizes full responsibility for its initial tax or social security obligations, including the documents issued in his/her name, in particular with regard to the payment of VAT.
   6. The Reacher is not authorized, in giving Feedback, to mislead the Customer, copy and paste the same Feedback for multiple Customers, nor offer commercial services or promote the commercial site of third parties within a Feedback or any activity the site carries out.

1. Guarantees common to all Users

   1. The User indemnifies Tangerine from any liability, claim, action and/or request deriving from the violation by the User of any of his/her obligations or guarantees as defined by these terms and conditions.
   2. The User commits to compensate Tangerine for any damage suffered and to compensate all the consequent costs, charges even when convictions should arise against Tangerine.

2. Customer specific guarantees

   The Customer guarantees Tangerine that he is the owner of the rights on the Track he wishes to send to the Reachers.

1. It is strictly forbidden to use the Services for the following purposes:
   • engage in illegal, fraudulent or activities that violate the rights or safety of third parties;
   • violate public order or violation of the laws and regulations in force;
   • commit intrusion into the computer system of third parties, or any activity that could damage, control, interfere or intercept all or part of the computer system of third parties, violate its integrity and/or security;
   • send unsolicited e-mails and/or propaganda or commercial solicitation;
   • carry out manipulations aimed at improving the reference to a third party site;
   • favor or incite, in any way, to one or more of the acts and activities described above, any practice other than the purposes for which they were designed.
2. Any behavior of a nature that could interrupt, suspend, slow down or prevent the continuity of the Services is also strictly prohibited.

3. Any intrusion into Tangerine's systems, any misappropriation of the Site's system resources, any action likely to impose a disproportionate burden on the infrastructure and any violations of security and authentication measures are strictly prohibited. Any act that may harm the financial, commercial or moral rights and interests of Tangerine or the users of its Site, and more generally any violation of these terms and conditions are strictly prohibited.

   It is strictly forbidden to monetize, sell or grant access to the Services or the site in whole or in part.

1. Tangerine commits to provide the Services with diligence, specifying that it has an obligation of means, with the exclusion of any obligation of result, which the Users expressly acknowledge and accept.
2. Although Tangerine is aware of the Contents placed online by Users within the Services, it does not carry out any moderation, selection, verification or control of any kind on the content - except when required by law and indicated in the aforementioned document. Consequently, Tangerine cannot be held responsible for the Content, the authors of which are third parties, and any claim must be addressed in the first instance to the author of the Content.

Tangerine declines all responsibility for any loss of information accessible in the User's Personal Space, as the User must save a copy and cannot claim any compensation in this regard.

3. Tangerine commits to carry out regular checks to verify the functioning and accessibility of the Site. For this purpose, Tangerine reserves the right to temporarily interrupt access to the Site for reasons of maintenance or updating, also due to software developments of third parts. Likewise, Tangerine cannot be held responsible for temporary difficulties or inability to access the Site due to circumstances beyond its control, or due to interruptions in the telecommunication networks or in the services connected to the telematic service provider.
4. Tangerine does not guarantee Users that:
   1. the Services are completely free of errors, defects or shortcomings despite Tangerine's constant research to improve their performance,,
   2. the Services will specifically meet his/her needs and expectations, being standard and in no way offered exclusively to a particular User according to his personal needs.
5. In any case, Tangerine's liability under this document is expressly limited to the direct damage suffered by the User which the User himself must demonstrate by establishing, as much as possible, a conciliatory procedure.

1. The systems, software, structures, infrastructures, databases and contents of any kind not referring to Users (texts, images, music, logos, brands, databases, etc.) used by Tangerine within the Site are protected from any intellectual property right or database manufacturer rights in force now and against subsequent regulatory changes. Any disassembly, decompilation, decryption, extraction, reuse, copying and more generally, any act of reproduction, representation, distribution and use of any of these elements, in whole or in part, without the authorization of Tangerine is strictly prohibited and may be subject to legal proceedings.
2. The Site is the exclusive property of Tangerine and Tangerine reserves all areas of protection on copyright, trademarks, trade secrets relating to Tangerine itself. Tangerine owns and retains all rights to the Site Contents and to the Services offered. Tangerine grants the User a limited, revocable and non-licensable license to reproduce and view the Site Content (excluding any software code), solely for the User's personal use in viewing and using the Site.

3. The User grants Tangerine a free, non-exclusive and sub-licensable license to use, modify, publicly display, reproduce and distribute on www.tangerineway.com the Content that he publishes, in particular the information in his Profile, Tracks and Feedback. This license ends when the User removes his Content from www.tangerineway.com or Tangerine removes the User.

   In particular, the Customer grants Tangerine a royalty-free license for the following rights:

   - the right to reproduce, correct, download, allow download, compress the Tracks and associated Contents (such as covers, images, videos) for the purposes of exploitation and execution of the Services, free of charge or for a fee, in whole or in part, in any format, on any medium, in particular electronic, digital, computer or video and through any tangible or intangible process, regardless of whether such supports and processes are existing or future, foreseeable or unforeseeable;

4. In relation to the Feedback(s) and/or positioning(s) made by the Reacher(s) and received by the Customers, the Reacher(s) grants, free of charge, the right to use the Feedback(s) and/or positioning(s) made:

   • to the Customer, which Customer may reuse them, by any means and on any medium, for commercial purposes and to promote his musical career and his Tracks.
   • to Tangerine, which may use them, by any means and on any medium, for the purpose of promoting the Site, the Customer and Tangerine, as well as to recommend Customers to third parties.
   Waiver of the right to ask Tangerine for any compensation, salary, indemnity or financial compensation in this regard.