STUDIO2U

MASTER TERMS OF SERVICE & PLATFORM USER AGREEMENT

Version: 1.0 Effective Date: August 13, 2026

Welcome to Studio2U ("Studio2U," "Company," "we," "us," or "our").

Studio2U operates a technology platform designed to connect artists, clients, recording professionals, engineers, producers, and other service providers. Studio2U may facilitate discovery, scheduling, booking, payment processing, messaging, and other marketplace functionality.

By creating an account, accessing the platform, booking a service, accepting a booking, providing services through Studio2U, or otherwise using the platform, you agree to these Terms of Service.

1. PLATFORM ROLE

Studio2U is a technology platform and marketplace.

Unless expressly stated otherwise in a separate written agreement, Studio2U does not directly provide the professional recording, engineering, production, transportation, entertainment, creative, or other services offered by independent service providers through the platform.

Service providers are independent businesses or independent contractors and are responsible for the services they provide.

Studio2U's role is primarily to facilitate connections and transactions between users.

Nothing in these Terms creates an employment relationship, partnership, joint venture, agency relationship, fiduciary relationship, franchise relationship, or other legal relationship between Studio2U and an independent service provider solely because that provider uses the Studio2U platform.

2. USER RESPONSIBILITY

You are solely responsible for:

• Your conduct;
• Your communications;
• Your equipment;
• Your property;
• Your recordings;
• Your content;
• Your interactions with other users;
• The legality of your activities;
• The locations at which services occur;
• Obtaining permissions, releases, licenses, and consents required for your activities; and
• Compliance with all applicable federal, state, local, and international laws.

Studio2U does not authorize, encourage, or instruct users to violate any law.

3. AUDIO RECORDING, PRIVACY, AND CONSENT

YOU ARE SOLELY RESPONSIBLE FOR DETERMINING WHETHER YOU HAVE THE LEGAL RIGHT TO RECORD ANY PERSON, CONVERSATION, PERFORMANCE, VOICE, OR OTHER AUDIO.

You agree that you will not use Studio2U to secretly, unlawfully, deceptively, or otherwise improperly record another person.

Before recording another person, you are responsible for determining whether that person must be notified and/or provide consent under applicable law.

Recording laws may vary depending upon the jurisdiction, location of the recording, location of the participants, and circumstances surrounding the recording.

Studio2U does not provide legal advice regarding recording laws.

If you are uncertain whether a recording is lawful, do not record until you have obtained appropriate legal advice or the necessary consent.

You agree that Studio2U is not responsible for determining whether your recording activity complies with applicable law.

4. PROHIBITED CONDUCT

You may not use Studio2U to:

1. Commit or facilitate a crime;
2. Conduct unlawful surveillance;
3. Secretly or unlawfully record another person;
4. Violate privacy, publicity, intellectual-property, or other rights;
5. Harass, threaten, stalk, intimidate, or abuse another person;
6. Impersonate another person;
7. Defraud another user;
8. Upload malicious software;
9. Circumvent platform security;
10. Scrape or systematically extract platform data without authorization;
11. Reverse engineer the platform except where expressly permitted by applicable law;
12. Attempt to obtain source code, credentials, proprietary systems, or confidential information without authorization;
13. Interfere with platform operations;
14. Use the platform to facilitate illegal activity; or
15. Engage in conduct that Studio2U reasonably determines presents a safety, security, legal, or operational risk.

Studio2U may suspend or terminate accounts involved in prohibited conduct.

5. BOOKINGS AND SERVICES

When you book an independent service provider through Studio2U, you are entering into an arrangement concerning the applicable service.

The service provider is responsible for performing the service as represented.

Studio2U does not guarantee:

• The quality of a service;
• The skill of a service provider;
• The outcome of a recording session;
• The condition of equipment;
• The suitability of a location;
• The conduct of a user;
• The availability of a service provider;
• The legality of a user's conduct; or
• Any particular creative result.

6. PLATFORM FEE

Studio2U charges a 10% Studio2U Platform Fee on applicable transactions facilitated through the platform.

The applicable fee will be disclosed through the booking/payment process.

By completing a transaction through Studio2U, you authorize Studio2U and its payment-processing partners to process applicable platform fees.

The 10% fee is a contractual fee for use of Studio2U's marketplace and platform services.

7. PAYMENTS

Payments may be processed through third-party payment processors, including Stripe.

Studio2U does not directly control the internal systems, security, availability, or policies of third-party payment processors.

You agree to comply with the applicable terms and policies of payment providers used to complete transactions.

8. CANCELLATIONS, REFUNDS, AND DISPUTES

Cancellation, refund, rescheduling, and service-dispute policies may vary depending upon the applicable booking and service provider.

Studio2U may establish marketplace-wide policies or modify platform policies from time to time.

Where Studio2U facilitates payment, Studio2U may assist with transaction disputes but does not guarantee a particular outcome.

9. USER CONTENT

You retain ownership of content that you lawfully own and upload, submit, transmit, or otherwise provide through Studio2U.

You grant Studio2U a limited, non-exclusive, worldwide, royalty-free license to host, store, reproduce, transmit, display, and process your content solely as reasonably necessary to operate, maintain, secure, improve, and provide the Studio2U platform.

You represent that you have all rights necessary to provide the content to Studio2U.

10. INTELLECTUAL PROPERTY

Studio2U and its associated branding, software, interfaces, logos, trademarks, service marks, designs, text, graphics, systems, workflows, databases, and other proprietary materials are owned by or licensed to Studio2U.

Except as expressly authorized in writing, you may not:

• Copy Studio2U's software;
• Clone the platform;
• Reproduce proprietary interfaces;
• Copy or imitate Studio2U branding in a confusing manner;
• Use Studio2U trademarks without authorization;
• Extract proprietary code;
• Circumvent technical protections;
• Create derivative versions of proprietary Studio2U software; or
• Attempt to obtain Studio2U's source code or proprietary technology through unauthorized means.

Unauthorized access, copying, extraction, reverse engineering, circumvention, or misappropriation may result in suspension, termination, civil claims, and referral to appropriate authorities where warranted.

11. NO GUARANTEE OF AVAILABILITY

Studio2U is provided on an "AS IS" and "AS AVAILABLE" basis to the maximum extent permitted by law.

Studio2U does not guarantee that the platform will always be available, uninterrupted, secure, error-free, or free from defects.

12. DISCLAIMER OF WARRANTIES

TO THE MAXIMUM EXTENT PERMITTED BY LAW, STUDIO2U DISCLAIMS WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

STUDIO2U DOES NOT WARRANT THAT USERS OR SERVICE PROVIDERS WILL ACT LAWFULLY, SAFELY, HONESTLY, PROFESSIONALLY, OR APPROPRIATELY.

13. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, STUDIO2U AND ITS OWNERS, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AFFILIATES, LICENSORS, AND SERVICE PROVIDERS SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING FROM OR RELATED TO YOUR USE OF THE PLATFORM.

THIS INCLUDES, TO THE MAXIMUM EXTENT PERMITTED BY LAW, CLAIMS ARISING FROM:

• USER-TO-USER INTERACTIONS;
• RECORDING ACTIVITIES;
• PRIVACY DISPUTES;
• ILLEGAL RECORDINGS;
• PERSONAL INJURY;
• PROPERTY DAMAGE;
• LOST PROFITS;
• LOST DATA;
• LOST BUSINESS;
• CREATIVE DISPUTES;
• SERVICE-PROVIDER CONDUCT;
• USER CONDUCT;
• COMMUNICATIONS BETWEEN USERS; OR
• THIRD-PARTY SERVICES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF STUDIO2U ARISING OUT OF OR RELATING TO THE PLATFORM SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID DIRECTLY TO STUDIO2U DURING THE SIX MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR (B) ONE HUNDRED U.S. DOLLARS ($100).

Nothing in these Terms excludes liability that cannot legally be excluded or limited.

14. INDEMNIFICATION

You agree to defend, indemnify, and hold harmless Studio2U and its owners, officers, directors, employees, contractors, affiliates, licensors, and agents from claims, damages, liabilities, losses, costs, and expenses, including reasonable attorneys' fees, arising from or related to:

1. Your violation of these Terms;
2. Your violation of applicable law;
3. Your recording activities;
4. Your failure to obtain required consent;
5. Your violation of another person's privacy rights;
6. Your content;
7. Your interactions with another user;
8. Your services or conduct;
9. Your infringement of intellectual property;
10. Your misuse of the platform; or
11. Your negligence, fraud, misconduct, or unlawful conduct.

15. ACCOUNT SUSPENSION AND TERMINATION

Studio2U may suspend, restrict, or terminate access to an account when reasonably necessary to protect users, the platform, the Company, or third parties.

Studio2U may also remove content or transactions that violate these Terms or applicable law.

16. SECURITY

Users must not attempt to bypass authentication, access another user's account, interfere with platform infrastructure, introduce malicious code, exploit vulnerabilities without authorization, or otherwise compromise Studio2U security.

Security researchers must obtain written authorization before conducting penetration testing or security research against Studio2U systems.

17. DISPUTE RESOLUTION

Before filing a legal claim, the parties agree to attempt in good faith to resolve the dispute informally.

To the maximum extent permitted by law, disputes may be subject to binding arbitration and/or a class-action waiver under a separate dispute-resolution provision adopted by Studio2U.

Nothing in this section prevents either party from seeking emergency injunctive relief where legally appropriate, including protection of intellectual property, confidential information, or unauthorized access to computer systems.

18. GOVERNING LAW

Studio2U ("the Company," referenced throughout these Terms) is Studio2U LLC, headquartered in Wilmington, Delaware.

These Terms shall be governed by the laws of the State of Delaware, without regard to conflict-of-law principles, except where applicable law requires otherwise. Venue for any dispute not subject to arbitration shall lie in the state or federal courts located in Delaware, except where applicable law requires otherwise.

A specific registered-agent address/suite and any additional venue detail should be added once available; a Delaware-licensed attorney should confirm this section, particularly the arbitration/class-action language, before this is relied upon in a live dispute.

19. CHANGES

Studio2U may modify these Terms from time to time.

Material changes may be communicated through reasonable means.

Your continued use of the platform after an updated version becomes effective constitutes acceptance to the extent permitted by law.

20. SEVERABILITY

If any provision of these Terms is determined to be invalid or unenforceable, the remaining provisions will remain in effect.

21. ENTIRE AGREEMENT

These Terms, together with any incorporated policies, booking terms, privacy notices, and other agreements expressly referenced herein, constitute the agreement governing your use of Studio2U.

IMPORTANT: This is a strong business/legal draft, but "ironclad" doesn't exist in a contract. A lawyer licensed in the jurisdiction where the company is formed should review the final version — particularly the arbitration/class-action language, liability cap, indemnification, marketplace/intermediary status, privacy/data provisions, and state-specific recording laws before this is relied upon in a live dispute.