Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") are a legal agreement between you and Island Breeze Affiliates Inc., a Florida corporation doing business as IBA Music ("IBA Music", "we", "us", or "our"), and govern your access to and use of the apps and web tools listed in section 2. By installing, signing in to, or otherwise using any of those products, you agree to these Terms and to our Privacy Policy. If you do not agree, do not use the products.

2. Description of Service

"Service" means, collectively:

• IBA Companion for iOS (iPhone);
• the IBA Music Admin Dashboard at admin.ibamusic.com; and
• IBA Music's internal web tools for musician availability and band leader scheduling.

The Service is an internal operations tool for IBA Music and the people who work with us. It is not a general-purpose consumer product and is not marketed or offered to the public at large. Access is limited to musicians contracted to IBA Music, IBA Music staff, band leaders, and other authorized contractors.

Features include viewing your performance schedule, checking in at venues, receiving push notifications about schedule changes (including on-stage Stage Alerts during a performance), rehearsing setlists with multitrack audio stems in the Practice tab, displaying a Set Tracker Live Activity during performances, and — if you opt in — syncing your schedule to Apple Calendar or Google Calendar.

3. Account Requirements

• You must be at least 18 years old to use the Service. IBA Music contracts musicians as adults; there is no intended use case for minors.
• You must have an active working relationship with IBA Music (employment, independent contractor engagement, a pending performance booking, or a direct invitation from IBA Music) to have an account.
• Your account is personal and non-transferable. You are responsible for all activity that occurs under your account.
• You agree to keep your sign-in credentials and device confidential and to notify us promptly at privacy@ibamusic.com if you suspect unauthorized access.
• We may suspend, limit, or terminate your account at any time if we reasonably believe you have violated these Terms, if your engagement with IBA Music ends, or for any other reason consistent with applicable law.

4. Acceptable Use

When using the Service you agree not to:

• Falsify check-in data. Do not use GPS spoofing, mock-location tools, or any other technique to claim attendance at a venue you did not actually attend. Check-in integrity is essential to payroll and attendance records, and falsification is grounds for immediate termination of both your account and your engagement with IBA Music.
• Share your account with anyone else, including other IBA Music musicians or staff.
• Access data that does not belong to you. Do not attempt to view other musicians' schedules, contracts, or personal data.
• Interfere with the Service. Do not attempt to overwhelm, probe, or disrupt the Service, its hosting infrastructure, or any other user's access.
• Reverse engineer or scrape the Service except as expressly permitted by applicable law that may not be contractually overridden.
• Violate applicable law or use the Service to violate the rights of others.

Good-faith security research is welcomed and is governed by the responsible-disclosure policy on the Security page.

4.4 Practice audio stems

The Practice feature in IBA Companion delivers multitrack audio stems (individual instrument recordings for rehearsal). Those stems are the intellectual property of IBA Music or its licensors. Your license to access and cache them on-device is:

• Limited to personal rehearsal in your capacity as an IBA Music contractor;
• Non-transferable — you may not let anyone else use the stems or the device copy of them;
• Automatically terminated when your engagement with IBA Music ends, at which point your access to the Companion API is revoked and any local copies become orphaned.

You agree not to extract, re-upload, redistribute, publicly perform, synchronize to video, remix, sample, or otherwise exploit the stems outside the Practice feature. The on-device TTL auto-delete described in Privacy Policy §3.9 is a best-effort storage-hygiene mechanism, not a DRM system — your license obligations apply regardless of whether a cached file still exists on your device.

5. Fees and Payments

The Service is free to use for authorized IBA Music musicians, staff, and contractors. IBA Music does not charge you to install or use any of the apps or web tools covered by these Terms.

The Service does not process payments. IBA Music pays musicians through separate payroll and contractor-payment channels outside of the apps; the terms of those payments are governed by your engagement agreement with IBA Music, not by these Terms.

6. Calendar Integrations (Google and Apple)

Syncing your IBA Music performance schedule to a calendar is optional. You can choose Google Calendar, Apple Calendar, both, or neither.

Google Calendar. Integration uses the Google OAuth 2.0 authorization flow and the narrow calendar.app.created scope described in Privacy Policy §5. IBA Music disclaims any liability for issues with Google Calendar itself, including service outages, event-delivery delays, data loss on Google's side, or changes in Google's API. Your use of Google Calendar is governed by Google's own terms of service, which you accept directly with Google. You may disconnect the integration at any time from inside IBA Companion or by revoking access at myaccount.google.com/permissions.

Apple Calendar. IBA Companion can also sync your schedule to your iPhone's Apple Calendar using the Apple EventKit framework, as described in Privacy Policy §6.1. This is an on-device, local integration — IBA Music's servers do not store a mirror of your Apple Calendar data. You can revoke Apple Calendar access at any time in Settings → Privacy & Security → Calendars → IBA Companion. Your use of Apple Calendar is governed by Apple's own terms.

7. Apple App Store — Standard EULA

When you install IBA Companion from the Apple App Store, the Apple Media Services Terms and Conditions and Apple's Licensed Application End User License Agreement (the "Apple Standard EULA") also apply to your use of the app, to the minimum extent required by Apple. Where these Terms and the Apple Standard EULA conflict, the terms of these Terms govern except to the extent prohibited by Apple's App Store rules, in which case the Apple Standard EULA controls only as to the specific conflicting point.

You acknowledge that:

• These Terms are between you and IBA Music, not between you and Apple. IBA Music (not Apple) is solely responsible for IBA Companion and its content.
• Apple has no obligation to furnish any maintenance or support services with respect to IBA Companion.
• In the event of any failure of IBA Companion to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price (if any) for IBA Companion. IBA Companion is distributed free of charge, so the refund amount is zero. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to IBA Companion.
• IBA Music, not Apple, is responsible for addressing any of your or any third party's claims relating to IBA Companion or your possession and use of it, including (a) product-liability claims, (b) any claim that IBA Companion fails to conform to any applicable legal or regulatory requirement, and (c) claims arising under consumer-protection, privacy, or similar legislation.
• Apple and its subsidiaries are third-party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary.

8. Account Deletion

You can close your IBA Music account at any time.

In-app option (primary path). Open IBA Companion and go to Settings → Account → Delete Account. The flow discloses what happens to your data, asks you to re-authenticate to prove you own the account, and closes your account once you confirm. You do not need to email us or leave the app. This satisfies Apple App Store Review Guideline 5.1.1(v).

Email option (fallback). If you cannot reach the in-app control — for example, you no longer have the app installed or cannot sign in — email privacy@ibamusic.com from the email address on your account. We verify your identity and process the closure on the same terms. Email closures take effect within 30 days of receipt; in-app closures are immediate.

What happens on closure. Your IBA Music account is immediately deactivated so you can no longer sign in via any provider (Apple, Google, Microsoft, or email). You are signed out on every device. Push notifications to those devices stop. You cannot reactivate the account yourself — an IBA Music administrator is required to undo the closure on request.

What is retained, and why. Records of performances you actually worked, the payroll artifacts tied to them, and the minimum personal identifiers — including your name, contact information, and instruments — needed to keep those records meaningful to a tax auditor or labor regulator are retained for the seven-year period required by Florida tax and labor recordkeeping.

During this retention period the retained information is used only for tax, labor, audit, and legal-process purposes and not for any operational feature of the Service. You will not receive scheduling, availability, event, marketing, or any other operational communication after closure.

Effect on Google Calendar / Apple Calendar. Closing your IBA Music account does not automatically delete calendars IBA Companion previously created in your Google or Apple Calendar. Those calendars belong to you and remain in your account under your sole control. See Privacy Policy §5.5 and §6.1 for how to remove them.

9. Intellectual Property

Our rights. IBA Music retains all rights, title, and interest in and to the Service, including all software, user interfaces, trade marks, logos, brand assets, documentation, schedule data, and internal tools. These Terms grant you a limited, personal, non-exclusive, non-transferable, revocable license to use the Service for its intended internal purpose. Nothing in these Terms grants you any ownership right in IBA Music's intellectual property.

Your content. You retain ownership of any content you upload to the Service. By uploading content you grant IBA Music a worldwide, royalty-free license to store, display, and use that content for the purpose of operating the Service and performing IBA Music's own business (payroll reconciliation, attendance records, tax filings).

Feedback. If you send us feedback, feature requests, or bug reports, you agree that we may use them without obligation to you and without compensation. This does not give us any right to personal information beyond what this policy already permits.

10. Termination

You may stop using the Service at any time. You may request account deletion by emailing privacy@ibamusic.com.

IBA Music may terminate or suspend your access to the Service at any time, with or without notice, if: you violate these Terms; your engagement with IBA Music ends; we reasonably believe termination is necessary to protect IBA Music, our musicians, or third parties; or we decide to discontinue the product.

Sections of these Terms that by their nature should survive termination will survive, including sections 9 (Intellectual Property), 11 (Disclaimer), 12 (Limitation of Liability), 13 (Indemnification), and 14 (Governing Law and Venue).

11. Disclaimer of Warranties

The Service is provided "AS IS" and "AS AVAILABLE", without warranty of any kind, whether express, implied, statutory, or otherwise. To the fullest extent permitted by applicable law, IBA Music and its officers, directors, employees, and contractors disclaim all warranties, including the implied warranties of merchantability, fitness for a particular purpose, non-infringement, quiet enjoyment, and accuracy of data.

We do not warrant that the Service will be uninterrupted, secure, error-free, or free of viruses; that defects will be corrected; that the schedule information displayed will be accurate or complete at any given moment; or that the Service will meet your specific requirements. You should always confirm your performance schedule through direct communication with IBA Music leadership before relying on it. The app is a convenience, not a single source of truth for booking information.

12. Limitation of Liability

To the fullest extent permitted by applicable law, in no event will IBA Music, its officers, directors, employees, or contractors be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost revenue, lost data, lost goodwill, or the cost of substitute services, arising out of or related to your use of or inability to use the Service, even if we have been advised of the possibility of such damages.

IBA Music's aggregate liability for any direct damages arising out of or related to these Terms or the Service will not exceed one hundred US dollars (US$100.00). Because the Service is free to you, this cap is the negotiated allocation of risk between you and us.

Nothing in this section limits liability that cannot be limited or excluded under applicable law — for example, liability for gross negligence, fraud, willful misconduct, or death or personal injury caused by negligence where limitation is prohibited. In such cases liability is limited to the minimum extent permitted by applicable law.

13. Indemnification

You agree to defend, indemnify, and hold harmless IBA Music and its officers, directors, employees, and contractors from and against any claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorney's fees) arising out of or related to: (a) your use of the Service in violation of these Terms; (b) your violation of any applicable law; or (c) your violation of the rights of any third party. IBA Music will promptly notify you of any such claim and will reasonably cooperate with your defense.

14. Governing Law and Venue

These Terms are governed by and construed in accordance with the laws of the State of Florida, USA, without regard to its conflict-of-laws principles. Any dispute arising out of or relating to these Terms or the Service will be brought exclusively in the state or federal courts located in Florida, and you and IBA Music consent to the personal jurisdiction of those courts.

The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.

Nothing in this section prevents either party from seeking equitable relief (such as an injunction) in any court of competent jurisdiction.

15. Binding Arbitration and Class-Action Waiver

Please read this section carefully. It requires you and IBA Music to resolve disputes through binding, individual arbitration rather than in court, and it waives your right to participate in a class action. It does not apply to small-claims court matters or to requests for injunctive relief.

15.1 Agreement to arbitrate

You and Island Breeze Affiliates Inc. d/b/a IBA Music ("we") agree that any dispute, claim, or controversy arising out of or relating to these Terms, the Privacy Policy, the Service, or your relationship with IBA Music — whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether arising before, during, or after the termination of these Terms — will be resolved by final, binding, individual arbitration administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules (the "AAA Rules") in effect at the time the arbitration is commenced.

The Federal Arbitration Act, 9 U.S.C. §§ 1–16, governs the interpretation and enforcement of this section. The substantive law governing the underlying claim is Florida law, consistent with section 14.

15.2 Exceptions to arbitration

Nothing in this section requires arbitration of the following:

• Small-claims court. Either party may bring an individual claim in a small-claims court of competent jurisdiction, so long as the claim remains in that court and is not removed or appealed to a court of general jurisdiction.
• Injunctive and equitable relief. Either party may seek injunctive, declaratory, or other equitable relief from a court of competent jurisdiction to protect that party's intellectual property rights, confidential information, or to prevent an unauthorized use or disclosure of the Service.
• Intellectual property claims. Claims of infringement, misappropriation, or dilution of intellectual property rights (including trademarks, copyrights, patents, and trade secrets) may be brought in court.

15.3 Class-action and representative-action waiver

You and IBA 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, collective, consolidated, mass, or representative action or proceeding. Unless both you and IBA Music agree otherwise in writing, neither you nor IBA Music may:

• Join or consolidate claims brought by or against other individuals.
• Arbitrate or litigate any claim as a class, collective, or representative action.
• Pursue any claim on behalf of the general public in a representative capacity.

If a court or arbitrator decides that any part of this class-action waiver is invalid or unenforceable as to a particular claim for relief, that claim must be brought in a court of competent jurisdiction, but the remainder of this section 15 will otherwise remain in full force and effect.

15.4 Informal dispute resolution (required first step)

Before initiating arbitration or litigation, the party intending to bring a claim must send the other party a written notice of dispute describing the claim, the facts on which it is based, and the relief sought. Notices to IBA Music must be sent to privacy@ibamusic.com with the subject line "Notice of Dispute". You and IBA Music agree to make a good-faith attempt to resolve the dispute informally for 30 days after the notice is received. If the dispute is not resolved within that period, either party may then commence arbitration (or file a permitted claim under section 15.2).

15.5 How arbitration works

• Commencement. The party initiating arbitration must follow AAA's rules for commencing a consumer arbitration, including filing a demand with AAA and delivering a copy to the other party. AAA's Consumer Arbitration Rules and demand forms are available at adr.org.
• Location. Arbitration hearings, if any, will take place in the county in which you live, or by telephone or video conference if you prefer and AAA agrees. Unless all parties and the arbitrator agree otherwise, hearings will not be held in Florida if that would impose a hardship on you.
• Fees. IBA Music will pay all AAA filing, administrative, and arbitrator fees for any arbitration you commence in accordance with the AAA Consumer Arbitration Rules, unless the arbitrator finds your claim to be frivolous under the standard set forth in Rule 11 of the Federal Rules of Civil Procedure, in which case the allocation of fees will be governed by the AAA Rules.
• Arbitrator. A single neutral arbitrator, selected by you and IBA Music from AAA's roster of consumer arbitrators, will hear the dispute.
• Authority. The arbitrator has the exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this arbitration agreement, except that a court has exclusive authority to decide whether the class-action waiver in section 15.3 is enforceable.
• Award. The arbitrator may award any relief that a court could award, limited to the individual claim before them. The arbitrator's decision is final and binding, and judgment on the award may be entered in any court having jurisdiction.

15.6 Opt-out right (30 days)

You may opt out of this arbitration agreement by sending a written opt-out notice to privacy@ibamusic.com within 30 days of the date you first accepted these Terms (or, if you are an existing user, within 30 days of the effective date on which this arbitration section was first published). Your opt-out notice must include your full name, the email address on your IBA Music account, and the statement "I opt out of the arbitration agreement in the IBA Music Terms of Service."

If you validly opt out, sections 15.1–15.5 and 15.7 will not apply to you, but the Governing Law and Venue section will continue to apply, and disputes will be resolved in the Florida courts identified there.

15.7 Survival

This section 15 survives termination of your relationship with IBA Music and applies to any claim that arose before, during, or after the termination of these Terms or your use of the Service.

16. Changes to These Terms

We may update these Terms from time to time. When we do, we will update the "Last updated" date at the top of the page. For material changes, we will notify registered users by email or in-app notice at least 30 days before the change takes effect where practical. Your continued use of the Service after the effective date means you accept the updated Terms. If you do not accept the updated Terms, your remedy is to stop using the Service.

17. Miscellaneous

• Entire agreement. These Terms, together with the Privacy Policy and any separate engagement agreement between you and IBA Music, form the entire agreement between you and IBA Music regarding the Service.
• Severability. If any provision of these Terms is held unenforceable, the remaining provisions remain in full force.
• Waiver. IBA Music's failure to enforce any provision is not a waiver of the right to enforce it later.
• Assignment. You may not assign these Terms without our written consent. IBA Music may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its assets.
• No agency. Nothing in these Terms creates a partnership, agency, or employment relationship between you and IBA Music beyond whatever relationship exists under your engagement agreement.

18. Contact

Questions about these Terms: privacy@ibamusic.com

Island Breeze Affiliates Inc. (d/b/a IBA Music) Florida, USA