2. DESCRIPTION OF SERVICE
The Site contains information about music and musicians. The Site and the information, features and services available on the Site may be referred to herein collectively as the “Service”. Unless explicitly stated otherwise, any new features or services that augment or enhance the Service in the future shall be considered part of the Service and subject to the TOU. The Service is provided primarily for informational purposes, and is not guaranteed. We shall not be responsible or liable for the accuracy, completeness, usefulness or availability of any information or other content, data, text, URLs, graphics, advertising or any other materials (collectively, the “Content”) transmitted or made available via the Service. We shall not be responsible or liable for any decisions made in reliance on such information.
You will be required to register for an account on the Site to access certain information and features offered on the Site, and you may be required to provide credit card information in connection with such registration. As part of the Site registration process and as part of the account creation process, you will select a password and provide us with certain registration information. You are solely responsible for maintaining the confidentiality of your password(s) and for all usage or activity on your account, including the use of your account by any person using your password(s). If you choose to register on the Site or otherwise provide personal or payment information on the Site, you agree to (a) provide true, accurate, current and complete information about yourself as prompted by the Site’s registration form, order form or other areas of the Site, and (b) maintain and promptly update such information to keep it true, accurate, current and complete. If you provide any information to us that is untrue, inaccurate, not current or incomplete, or if we have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof). The Service is not directed to or intended for children under the age of 13. If you are under the age of 13, please do not send us any personal information.
4. THIRD PARTY WEB SITES
The Service may provide links to Web sites or resources outside of the Site. Because we have no control over external sites and resources, you acknowledge and agree that we are not responsible for the availability of such sites or resources, and do not endorse and are not responsible or liable for any Content, advertising, goods, services or other materials on, available through or provided by such sites or resources. Your correspondence or business dealings with, or participation in promotions of, any Web sites that you find or link to through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such Web sites. You agree that we shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of links to such Web sites on the Service.
Any Content, creative materials, ideas, or suggestions you send to the Site by email or otherwise, including, without limitation, images, original artwork and text, will be treated as non-confidential and non-proprietary. As between you and us, any Content you transmit or post to the Service shall remain your copyrighted work, but may be used by us or our affiliates for any purpose, and you hereby grant us and our affiliates a world-wide, royalty free and non-exclusive license to reproduce, disclose, transmit, publish, broadcast and post all such Content. Furthermore, we are free to use any ideas, concepts, know-how, or techniques contained in any communication you send to the Site for any purpose whatsoever including, but not limited to, developing, manufacturing and marketing products using such information.
6. MEMBER CONDUCT
See also the site general posting policy guidelines. You understand that all Content, whether publicly posted or privately transmitted, is the sole responsibility of the person from which such Content originated. This means that you, not we, are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available via the Service. We do not control the Content posted via the Service and, as such, do not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Service, you may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will we be liable in any way for any Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Service. You agree to not use the Service to:
You agree to indemnify and hold us, and our subsidiaries, affiliates, officers, agents or other partners, and our and their employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Content you submit, post, transmit or make available through the Service, your use of the Service, your connection to the Service, your violation of the TOU, or your violation of any rights of another.
8. GENERAL PRACTICES REGARDING USE AND STORAGE
You acknowledge that we may establish general practices and limits concerning use of the Service, including without limitation the maximum number of days that email messages, message board postings or other uploaded Content will be retained by the Service, the maximum number of email messages that may be sent from or received by an account on the Service, the maximum size of any email message that may be sent from or received by an account on the Service, the maximum disk space that will be allotted on our servers on your behalf, and the maximum number of times (and the maximum duration for which) you may access the Service in a given period of time. You agree that we have no responsibility or liability for the deletion or failure to store any messages and other communications or other Content maintained or transmitted by the Service. You acknowledge that we reserve the right to log off accounts that are inactive for an extended period of time. You further acknowledge that we reserve the right to change these general practices and limits at any time, in our sole discretion, with or without notice.
9. MODIFICATIONS TO SERVICE
We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that we shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
We reserve the right, at our sole discretion, immediately and without notice to suspend or terminate the TOU, your account (if you have registered) and/or your ability to access the Service, for any reason including any breach by you of the TOU or conduct by you that we determine to be inappropriate. Without limiting the foregoing, if you post images or content to the Service that infringes the copyright of any third party, such conduct shall be grounds for immediate termination of your account.
11. OUR PROPRIETARY RIGHTS
You acknowledge and agree that the Service and any necessary software used in connection with the Service (the “Software”) contains proprietary and/or confidential information, Content and other materials that are protected by applicable intellectual property and other laws (including, without limitation, copyrights, trademarks, service marks and patents). Except as expressly authorized by us, you agree not to modify, rent, lease, loan, sell, distribute, create derivative works based on, or otherwise use the Software, the Service or any Content contained thereon, in whole or in part. We will enforce our intellectual property rights to the fullest extent of the law.
12. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
13. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT WE SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE OR ANY OF OUR PRODUCTS; (ii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iii) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (iv) ANY OTHER MATTER RELATING TO THE SERVICE.
14. EXCLUSIONS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Notices to you may be made via either email or regular mail. The Service may also provide you notices of changes to the TOU or other matters by displaying notices or links to notices generally on the Service.
The sole and exclusive jurisdiction and venue for resolving any controversy or claim arising out of or relating to the TOU or the Service shall be through binding arbitration in Los Angeles County, California, including, without limitation, any dispute with respect to this arbitration provision, any claim in tort, or any claim for violation of any federal, state or local statute, or ordinance or regulation. The arbitration shall be conducted by JAMS/Endispute (“JAMS”), whose rules applicable to such disputes shall be in force, and judgment or the award rendered by the arbitrator may be entered by any court having jurisdiction thereof. There shall be one arbitrator to be mutually selected by the parties, and if the parties cannot so select, the arbitrator shall be appointed by JAMS. The fees of the arbitrator, administrative fees, and the other fees and costs of the arbitration, including, but not limited to, the cost of any record or transcripts of the arbitration, shall be advanced by the parties to the arbitration in equal portions, and, in addition thereto, each such party shall advance the fees of its own attorneys, the expenses of its witnesses and all other expenses connected with presenting its case. THE PARTIES HERETO WAIVE THE RIGHT TO A TRIAL BY JURY IN CONNECTION WITH ANY ARBITRABLE CONTROVERSY OR CLAIM.
17. GENERAL INFORMATION
The TOU constitute the entire agreement between you and us and govern your use of the Service, superseding any prior agreements between you and us. You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party content or third-party software. The TOU and the relationship between you and us shall be governed by the laws of the State of California without regard to its conflict of law provisions. Unless otherwise provided herein, you and we agree to submit to the personal and exclusive jurisdiction and venue of the courts located within the state of California. Our failure to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision. If any provision of the TOU is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the TOU remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the TOU must be filed within one (1) year after such claim or cause of action arose or be forever barred.
18. COPYRIGHTS AND COPYRIGHT AGENTS
We respect the intellectual property of others, and we ask our visitors to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated by materials on the Service, please provide our Agent for Notice of Intellectual Property Violations the following information:
Our Agent for Notice of Intellectual Property Violations can be reached as follows:By e-mail: firstname.lastname@example.org
19. CONTACTING US
If you have any questions or comments about these terms, please contact us at the address listed above. Please report any violations of the TOU to email@example.com.
20. EFFECTIVE DATE
These TOU are effective as of March 12, 2006.
© 2006 David Tseng. All rights reserved.