Terms of Service

These Terms of Service (“Terms”) govern your use of AudToro, the marketplace operated by AudToro LLC (“Company,” “Platform,” “we,” “us”), connecting independent music producers (“Producers”) with clients booking studio sessions (“Clients”). By using the Platform, you agree to these Terms.

1. Nature of the Platform

AudToro is a neutral marketplace that facilitates bookings between Clients and Producers. We are not a recording studio, do not supervise sessions, and do not guarantee creative or commercial outcomes. All services are provided directly by independent Producers.

2. Eligibility

You must be at least 18 years old to use the Platform. You agree to provide accurate account information and use the Platform only for lawful purposes. We may suspend or terminate accounts for misuse.

3. User Roles

Producers: List services, set pricing, and conduct sessions as independent contractors.

Clients: Book sessions and comply with studio rules and applicable laws.

4. Payments (Stripe Connect)

Payments are processed through Stripe Connect, a third-party payment processor operated by Stripe, Inc. By using the Platform, you agree to the Stripe Connected Account Agreement and Stripe Services Agreement.

The Platform does not store or process payment card information. All payment data is handled securely by Stripe.

Producer Payouts: Producers must create and maintain a valid Stripe account. Funds may be held until session completion and any applicable dispute period.

Fees: The Platform may charge booking protection and other service fees, which are displayed at checkout.

Chargebacks: Producers are responsible for chargebacks related to their services. We may deduct disputed amounts from future payouts or recover funds if necessary.

5. Cancellations & Refunds

Timing is measured from when you submit cancellation through the Platform to the scheduled session start time (your booked date and start time).

Producer-initiated cancellation: If you cancel as a Producer, the Client receives a full refund of captured payments (or release of any uncaptured card authorization). Repeated cancellations may result in account penalties.

Client (Artist)-initiated cancellation: Timing tiers apply whether payment is still authorized or already captured. Cancellation charges or refunds are based on how far in advance you cancel before the scheduled session start:

• 48 hours or more before session: no charge — uncaptured authorizations are released in full; captured payments receive a full refund.
• 24 hours up to (but not including) 48 hours before session: 50% of the checkout total is charged (if still authorized) or retained (if already captured); the remainder is released or refunded.
• Less than 24 hours before session, or after the scheduled session start: the full checkout total is charged (if still authorized) or retained (if already captured).

When a cancellation charge applies on an uncaptured authorization, the charged amount is paid to the Producer; the Platform does not retain a fee on cancellation charges. Booking protection fees shown at checkout may not be refundable depending on processor rules. Refunds are processed through Stripe and may take several business days to appear on the payer's statement.

Opportunity project billing: Projects with an estimated timeline of 5 days or less may use a single upfront authorization captured only after the owner accepts the delivery preview and separately confirms payment release. Longer projects must use agreed milestone payments (typically 2–5 milestones). Each milestone has its own Stripe authorization when the owner pays; the delivering collaborator may request the next milestone when ready to continue. For every milestone and upfront project, the owner must complete two steps: (1) accept the submitted delivery after preview review, then (2) explicitly confirm and authorize payment capture. Payment is not captured at acceptance alone. Upfront billing is capped at 5 days so the card authorization remains valid through delivery, acceptance, and payment confirmation.

Deliverable file access: During preview review (before payment confirmation), payers (project owners and booking artists) may stream lower-quality preview audio of deliverable files only. Full-quality downloads and final packages unlock only after the owner completes payment confirmation and the relevant charge is captured. Preview files are for evaluation only and are not licensed for release or commercial use.

File upload limits: Session and opportunity project files may be up to 500 MB each. In-app audio previews are generated only for files up to 100 MB; larger files may still upload but will not stream in the preview player until payment unlocks full download. Producer portfolio samples are limited to 30 seconds and 15 MB. Message attachments are limited to 50 MB. Profile photos are limited to 10 MB.

Opportunity projects — cancellation: The same timing tiers apply when an opportunity project is cancelled after payment is authorized or captured. Timing is measured from when you submit cancellation through the Platform to the estimated delivery deadline. That deadline is derived from the agreed estimated timeline in the proposal (or, if the timeline cannot be parsed, 7 days after payment authorization).

Before payment is authorized: If you cancel as the project owner before completing checkout or authorizing any milestone payment, you may withdraw from the project without cancellation charges or account penalties. This includes cases where you and the collaborator have not yet agreed on final payment terms.

Collaborator-initiated cancellation: If you cancel as the delivering collaborator, the project owner receives a full refund of captured payments (or release of any uncaptured card authorization).

Owner-initiated cancellation: If you cancel as the paying project owner, the same tiered charges or refunds apply as for Client (Artist) booking cancellations above — based on how far in advance you cancel before the estimated delivery deadline. When a cancellation charge applies on an uncaptured authorization, the charged amount is paid to the collaborator; the Platform does not retain a fee on cancellation charges.

Missed delivery on opportunity projects: The estimated delivery deadline is a planning target, not an automatic forfeiture of your payment. If no delivery has been submitted after the deadline, a 48-hour grace period allows the collaborator to submit work. During grace, the project owner may open a payment dispute if the project appears abandoned. After grace, if still no delivery was submitted, the owner may release held payment without a cancellation fee. If a delivery was submitted but is disputed, payment disputes apply instead. Collaborator non-delivery may affect account standing.

High-value bookings ($1000 or more listed price): The Platform may apply additional safeguards when automated risk signals exceed thresholds, and expects coordination through in-app messaging only (no off-platform payment arrangements).

Account safeguards: AudToro may restrict checkout, new booking creation, opportunity posting, and opportunity responses when automated risk signals exceed thresholds — including a risk score of 15 or higher for high-value transactions, or 25 or higher for all checkout and marketplace participation. Three or more late cancellations within a rolling 90-day window also restrict checkout, new bookings, and opportunity posting or responses. A late cancellation means cancelling as the payer (Client or project owner) less than 48 hours before the session or estimated delivery deadline, after payment has been authorized or captured. Cancelling an opportunity project before authorizing payment is not a late cancellation. Provider (Producer or collaborator) late cancellations use the 24-hour threshold described above. Restrictions may be waived at AudToro's discretion in exceptional cases.

SMS account verification and two-factor authentication: AudToro may use SMS text messages to verify your phone number, protect your account, support two-factor authentication, and help prevent fraud or platform abuse. By providing your mobile phone number and requesting a verification code, you consent to receive SMS messages from AudToro related to account verification, login security, and account protection.

Message frequency varies based on your account activity. Message and data rates may apply. You may reply STOP to opt out of SMS messages or HELP for assistance. Opting out of verification or security messages may prevent you from using features that require phone verification, including booking sessions, publishing listings, responding to opportunities, or other marketplace actions. Consent to receive SMS messages is not a condition of purchase.

6. Intellectual Property

Unless otherwise agreed:

• Clients own recordings created during paid sessions
• Producers retain ownership of pre-existing materials (beats, templates, etc.)
• Ownership transfers must be agreed directly between users

The Platform does not own or control any music created.

7. Independent Contractor Status

Producers are independent contractors, not employees or agents of AudToro LLC. They are responsible for their services, equipment, and legal compliance.

8. Prohibited Conduct

• Illegal or infringing content
• Misrepresentation of services
• Harassment or abuse
• Circumventing the Platform to avoid fees

9. Disputes

The Platform is not responsible for disputes regarding session quality or outcomes. We may review evidence and issue discretionary resolutions.

10. Limitation of Liability

To the fullest extent permitted by law, AudToro LLC is not liable for recording quality, missed sessions, equipment issues, payment failures, or lost data or profits.

11. Indemnification

Users agree to indemnify and hold harmless AudToro LLC from claims arising from sessions, content, payment disputes, or violations of these Terms.

12. Account Termination

We may suspend or terminate accounts for fraud, abuse, policy violations, or payment circumvention.

13. Privacy

User data is handled according to our Privacy Policy. Payment data is processed by Stripe.

14. Governing Law

These Terms are governed by the laws of the State of Alabama

15. Changes

We may update these Terms at any time. Continued use of the Platform constitutes acceptance.

16. Contact

AudToro LLC
AudToro is a trademark of AudToro LLC.
contact@audtoro.com