Last modified: May 28th, 2008
A. GENERAL TERMS OF SERVICE FOR ALL USERS
Indie911.com (the "Site"). This Site is fully controlled and operated by Indie911, LLC (referred to as "Company", “us”, “we or “our”). By accessing and using this Site, you (“you”) are hereby agreeing to be legally bound by the terms and conditions of this agreement (the "Agreement"). Please note that this Site and the Services offered (as defined below) are only open to users 13 years and older who utilize the People Network and 18 years of age or older if you choose to create “Artist Pages” in indie911’s Music or Film Network. If you do not agree with all of the following terms and conditions, you may not use the Site.
Company reserves the right, at Company's sole discretion, to change, modify or otherwise alter these terms and conditions at any time. Such changes and/or modifications shall become effective immediately upon the posting thereof. Without limiting the foregoing, Company may occasionally notify you by email about changes to the Site or provide notices of changes by displaying notices or links to notices on the Site. Please review the terms and conditions periodically. Your continued use of the Site following the posting of changes and/or modifications will constitute your acceptance of the revised terms and conditions.
DISCLAIMER AND LIMITATION OF LIABILITY
Company is not liable for failure to monitor or edit messages sent over our Services. We do not endorse the content of users' communications and do not assume liability for any threatening, libelous, obscene, harassing or offensive material contained therein, User is responsible for maintaining the confidentiality of user's passwords and for all activities which occur under user's account.
DESCRIPTION OF INDIE911’S SERVICES
Indie911.com is an online service that allows our members to set up unique personal profiles that can be linked together through networks of friends and industry contacts. Our members can view each others' profiles, lists of favorite media, professional or social interests and communicate with old friends and meet new friends on the service, including share music, film clips, photos, post web logs (blogs), journals and comments, and describe their lifestyles and interests. To enrich our members' experience, we request and display some personal information to other members and visitors, which allows our users to identify each other and expand their online experience and network of contacts and friends. Our members can change their profile information at any time and can control how other members and the service communicate with them.
Users who do not know each other personally may create play lists of music and other media created by other users on the Site. This is one of the unique attributes of our service and provides a network for users to collect and display media that may be offered for sale, for listening or viewing, or distribution by users other than the copyright holders. This increases the exposure potential of the media on the Site. Users uploading any content to the website must therefore agree as part of the terms of service outlined herein that they allow their media to be placed on any other member’s pages throughout the Site.
Company publishes the audio and visual materials of its members in a unique, compelling way in order to increase the exposure for new artists working in music and film. Artists who place audio, video, text or photographs on the Site agree to our editorial decisions and method and style of arranging, publishing, and producing any artist related features or broadcasts.
It is important to understand the different levels of service that we provide: The Site is a social networking resource and online location to experience new media; most of the site is free to experience with the exception of digital downloads and other store purchases. Certain legal restrictions listed herein apply to digitally downloaded materials. Creative professionals wishing to have their material promoted and/or represented by us may do according the Company’s two levels of site membership: Basic and Gold, as well as utilizing our extensive artist and label services offering. Please visit http://www.indie911.com/artist_services for additional details on artist services and membership pricing.
BILLING FOR MEMBERSHIP ACCOUNTS
Because indie911 incurs certain charges from third party partners and services which are charged on an annual basis, ALL MEMBERSHIP TRANSACTIONS ON THE SITE ARE ON AN ANNUAL BASIS. All account transactions are for a full year membership. Furthermore, all memberships automatically renew. A 30 day notice is required when canceling any service before it renews. Any account cancellation request submitted after the account has automatically renewed can still be processed, but will incur a $10 rebilling fee. Any refund amount will be pro-rated based on the date the cancellation request was made. Contact info@indie911.com to cancel and please see http://www.indie911.com/artist_services for further details. To change billing information please contact info@indie911.com.
MEMBERSHIP ACCOUNTS & MUSIC LICENSING PROGRAM RELATED TERMS OF SERVICE AND USE
While there is no charge for browsing and/or using most portions of the Site, certain activities are restricted to members who have registered and paid for an account. Basic Members (free) can register, create a page, post messages and classifieds, communicate with other members, and use all of the basic functions of the site. This membership level includes all members of the people network, as well as film and music members who only want limited access and exposure. Other services on the site, including but not limited to: ability to sell items, unlimited music and/or video hosting, music licensing, promotional services such as press releases, radio distribution and airplay monitoring, and social network and online marketing, are available only to members who have paid for certain account levels or may have other restrictions. The description of our pricing plans and services is available at http://www.indie911.com/artist_services.
The Sync-Your-Song licensing program is open to all members who have any level of membership, but we make no guarantee or promise as to our ability to secure paid licensing opportunities for you and/or Copyright holder(s). We will use our reasonable efforts to get as much music from our catalog placed as we can, but many factors come in to play and therefore we cannot guarantee any placements or revenue to those users desiring licensing activity. All submissions are subject to approval, based on quality and content. For more information on our licensing program see http://www.indie911.com/artist_services_licensing.
DISCLAIMER AND LIMITATION OF LIABILITY THIS SITE AND ALL MATERIALS CONTAINED ON IT ARE DISTRIBUTED AND TRANSMITTED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Company and Site are not responsible or liable for any infections or contamination of your system, or delays, inaccuracies, errors, or omissions arising out of your use of this Site or with respect to the information and material contained on this Site. The entire risk as to the quality, accuracy, adequacy, completeness, correctness and validity of any material rests with you. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, COMPANY, ITS AFFILIATES, AND ITS RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, AND THIRD PARTY PROVIDERS TO THE SITE WILL NOT BE LIABLE FOR DAMAGES OF ANY KIND INCLUDING, WITHOUT LIMITATION, COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR SIMILAR DAMAGES, THAT MAY RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE MATERIALS CONTAINED ON THIS SITE WHETHER THE MATERIAL IS PROVIDED OR OTHERWISE SUPPLIED BY COMPANY AND SITE OR ANY THIRD PARTY. Notwithstanding the foregoing, in no event shall Company and Site's liability to you for any and all claims, damages, losses, and causes of action (whether in contract, tort or otherwise) exceed the amount paid by you, if any, for accessing this Site.
STATUTE OF LIMITATIONS
User agrees 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 Site or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.
You agree that all matters relating to your access to or use of or purchases made from the Site, including all disputes arising out of these Terms of Use, will be governed by the laws of the United States and by the laws of the State of California without regard to its conflicts of laws provisions. You agree to the personal jurisdiction by and venue in the state and federal courts in Los Angeles, California. Any claim under these Terms of Use must be brought within one (1) year after the cause of action arises.
INDEMNIFICATION
You agree to indemnify, defend and hold harmless, Company and Site, its affiliates, and their respective officers, directors, employees, agents, licensors, representatives, and third party providers to the Site from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of this Agreement by you. Company reserves the right to assume, at its sole expense, the exclusive defense and control of any matter subject to indemnification by you, in which event you will fully cooperate with us in asserting any available defenses.
MISCELLANEOUS
Company operates and controls this site from its offices at 8949 Sunset Blvd. Suite 201 West Hollywood, CA 90069. No software from this Site may be downloaded, imported or exported in violation of any law including, without limitation, to countries that are subject to U.S. export restrictions. This Agreement contains the entire understanding and supersedes all prior understanding of the parties hereto relating to the subject matter hereof, and cannot be changed or terminated orally. If any provision of this Agreement is found to be illegal or unenforceable, the Agreement will be deemed curtailed to the extent necessary to make it legal and enforceable and will remain, as modified, in full force and effect.
RULES OF CONDUCT
You agree that your use of the Services is subject to all applicable local, state, national and international laws and regulations and you are solely responsible for all acts or omissions that occur under your account or password, including, without limitation, the contents of your transmissions through the Services. You agree not to:
Disseminate content intended to harass, abuse, threaten, impersonate any other individual or entity, and disseminate obscene, defamatory, indecent, harmful, libelous, unlawful and/or other objectionable material/information.
Use the Services for the purposes of sending junk email, chain letters, duplicative or unsolicited messages or "spamming" or in connection with contests, surveys or pyramid schemes.
Use the Services for commercial purposes - other than in connection with the exploitation of your music or film - including, without limitation, for the advertising or offering of goods or services.
Transmit or upload programs or material that contain viruses, time bombs, cancel bots, worms, Trojan horses or other harmful or deleterious programs.
Transmit or upload any material that contains software or other material that is protected by intellectual property laws and/or would infringe upon rights of privacy or publicity of a third party unless you own or control the rights thereto or have received a license, permission and/or consent thereto.
Try to gain unauthorized access to the Services; other users' accounts, or computers connected to the Services though password mining or other means.
Violate any applicable laws or regulations, including, but not limited to, laws regarding the transmission of technical data or software exported from the United States through the Services.
Interfere with another user's use and enjoyment of the Services or any other individual's user and enjoyment of similar services.
TERMINATION OF SERVICES
Company reserves the right, in its sole discretion, to reject, refuse to post or remove any posting (including private messages) of any content by you, or to restrict, suspend, or terminate your access to all or any part of the Services or the Site at any time, for any or no reason, with or without prior notice, and without liability. Company may terminate your account, membership or access to the Site at any time, without warning. In the event Company terminates your account or membership, its sole obligation to you shall be to: (1) reimburse you any unused portion of membership fees actually paid by you on a pro-rated basis; and (2) account and pay you any outstanding revenue earned by you in connection with the sale or other commercial exploitation of your content via Company’s Services in accordance with Company’s payment policies and the terms and conditions set forth herein.
If user should object to any of the terms and conditions of the Services, user may 1) discontinue use of the Services or 2) cancel his/her membership to the Services by sending an email from the email address submitted during registration to info@indie911.com Your email should include the member's email address, password, full name, and phone number. Indie911 will send a confirmation that the account is deleted upon termination of the Services, and at that point neither Company nor the Site will have any further obligation thereafter to forward any unread or unsent messages.
COMMUNITY STANDARDS AND SUBMISSIONS
To the extent that portions of this site provide users an opportunity to submit, post and/or exchange information, ideas, opinions, photographs, images, video, recordings, creative works, or any other material (hereafter, the "Posting(s)"), please be advised that Postings do not necessarily reflect the views of the Company or Site. In no event shall we assume or have any responsibility or liability for any Postings or for any claims, damages or losses resulting from their use and/or appearance on this site. By submitting a Posting, you authorize Company to use, and authorize others to use, such Postings in whole or in part, throughout the universe in perpetuity in any and all media, now known or hereafter devised, alone, or together or as part of other material of any kind or nature. In addition, with respect to all such Postings, and in consideration of the rights and benefits extending to you, you grant Company the world-wide, royalty free and non-exclusive license(s) to use, distribute, reproduce, modify, adapt, publicly perform and publicly display such Postings on the Site for the purposes of promoting and marketing your Postings and the Site. This license exists only for as long as you elect to continue to include the Posting(s) on the Site and will terminate at the time you remove or Company removes such Posting(s) from the Site.
By submitting a Posting, you represent and warrant that you have all necessary rights in such Posting and all information contained therein and that such Posting does not contain libelous, tortuous, or otherwise unlawful information which may infringe upon the right of any third party. If your Posting incorporates the name, voice, likeness or image of any individual, you represent and warrant that you have the right to grant Company and Site permission to use such name, voice, likeness and/or image of such individual appearing in the Posting in all media throughout the world in perpetuity. Without limiting the foregoing, we will have the right to use and change the Postings in any manner that we may determine. Please be advised that in no event shall Company and Site assume or have any responsibility or liability for the manner in which the Posting is exploited or for any claim, damages or losses resulting from their use and/or appearance on Company’s websites, the Sites, affiliated television programming services or elsewhere. Please also understand, that your Postings shall not be returned by Company.
You agree to defend, indemnify and hold Company and Site, its parent, affiliated subsidiary and/or related entities and parties harmless from and against any breach or alleged breach of any of your representations, warranties or undertakings hereunder.
Although we periodically monitor the content posted on this Site, we cannot be responsible for the views or opinions expressed by third parties. Nonetheless, we will make every effort to ensure that the website best serves the interests of all users and, therefore, Company and Site reserve the right to refuse to post, edit, or delete messages or any Postings that violate the above-referenced Terms of Use of this Site, as well as revoke the privileges of users who do not comply with such rules or block specific IP addresses and delete user's password and username. If you believe that any information provided on this Site violates the Terms of Use of this Site, or otherwise infringes upon the rights of any third party, please send an email to problems@indie911.com.
USER STORAGE SPACE
The amount of storage space per user is limited. Some messages or Postings may not be processed due to space constraints or outbound message limitations. We assume no responsibility for the deletion or failure to store, deliver, or deliver in a timely manner email messages.
HYPERLINKS TO THIRD PARTY SITES
The appearance of external hyperlinks and related company logos does not constitute endorsement by Company and Site, its subsidiaries and affiliates of the opinions or views expressed by these linked websites and Company and Site do not verify, endorse, or take responsibility for the accuracy, currency, completeness or quality of the content contained in these sites. Furthermore, Company and Site are not responsible for the quality or delivery of the products or services offered, accessed, obtained by or advertised by such sites. As such, neither Company, nor the Site, nor its subsidiaries or affiliates will be responsible for any errors or omissions or for the results obtained from the use of such information contained in these sites. To the extent that these sites collect personal information (the "Information") or Postings from the end user, be advised that in no event shall we assume or have any responsibility or liability for the manner in which the Information or Postings are exploited or for any claims, damages, or losses resulting from their use and/or appearance on these sites. Finally, Company and Site will under no circumstances be liable for any direct, indirect, incidental or special loss or other damage, whether arising from negligence, breach of contract, defamation, infringement of copyright or other intellectual property rights, caused by the exhibition, distribution or exploitation of any information or content contained within the Site.
ADVERTISING
Users may from time to time enter into correspondence with or participate in the promotions of advertisers or providers of third party services through the Site. All such correspondence, including, without limitation, any resulting contractual agreements, is solely between the advertiser and the user and, as such, we shall not be responsible for upholding any applicable terms, conditions, and representations of warranties made by advertiser or user in connection therewith.
LIMITED INFORMATION INDIE911 COLLECTS
Company is committed to protecting our users privacy. To that end, Company offers this statement to inform our users of how we define, gather and utilize personal information. Company reserves the right, at our sole discretion, to change, modify or otherwise alter this policy at any time. Such changes and/or modifications shall become effective immediately upon the posting thereof. Without limiting the foregoing, Company may occasionally notify you by email about changes to the Site or provide notices of changes by displaying notices or links to notices to you generally on the Site. Please review this policy periodically. Your continued use of the Site following the posting of changes and/or modifications will constitute your acceptance of the revised privacy policy.
Company defines personal information as information that includes a person's full name, address, telephone number, date of birth and/or email address or any other information that is tied to individually identifiable information that would allow someone to identify or contact you, unless stated otherwise herein or on the Site. Company can gather information on our users in two different ways: (1) cookie technology and (2) voluntary submissions.
Company utilizes cookie technology to collect data regarding the number of visits a person has made to our site. This data is stored in aggregate form and is in no way singled out in an individual file. This information allows Company to know what pages/sites are of interest to our users and what pages/sites may be of less interest. Such information is utilized in revising the website to better meet our users needs and interests.
Company also collects personally identifiable information from users through voluntary submissions. Company uses good faith efforts to make it clear why the information is being collected and what it will be used for. In the event that this information is being shared with a third party affiliate, sponsor or advertiser, Company will use good faith efforts to post a notice on the Site clearly stating that the information is being shared and/or give the user the opportunity to opt-in to authorize the sharing of such information.
During registration you will be asked to provide current, complete and accurate information. You will then enter your registered username and password. Your username and password will be used for all Services offered by the Site. You are entirely responsible for maintaining the confidentiality of your username and password. A user's IP address and identity will not be displayed in connection with the Services. All information requested during registration shall be referred to as the "Registration Data".
You can visit most pages on our site as a guest, remaining anonymous by not providing information about yourself. Without this information, however, you will not be able to fully access all of the features and functionality of the Site. We do collect some limited information about your visit but none of this information is personally identifiable to you.
Company collects user submitted information such as name, email address, and age to authenticate users and to send notifications to those users relating to the Service. Company also collects other profile data including but not limited to: personal interests, gender, age, education and occupation in order to assist users in finding and communicating with each other.
Company also logs non-personally-identifiable information including IP address, profile information, aggregate user data, and browser type, from users and visitors to the site. This data is used to manage the website, track usage and improve the website services. This non-personally-identifiable information may be shared with third parties to provide more relevant services and advertisements to members. User IP addresses are recorded for security and monitoring purposes.
User Profile information including members' pictures and first names are displayed to people in order to facilitate user interaction in the Indie911 social networking community. Email addresses are used for the purposes of inviting new friends to join indie911, to add users to members' friends' networks, and to send notifications related to the service.
Our members’ actual email address is not shared or displayed to people: Users within a personal network communicate on the Site with each other through the Service, without disclosing their email addresses. Users' full names are never directly revealed to other members. To facilitate searching and finding friends and acquaintances on the service, we allow users to search for other members using first and last name, email address, and schools and/or companies where users may have attended or worked.
We may also use a user's email address to send updates, a newsletter or news regarding the service. From time to time, indie911 or a partner may sponsor a promotion, sweepstake or contest on indie911.com. Users may be asked to provide personal information including name, email address or home address or to answer questions in order to participate. We may transfer personal information to certain ad partners that you have explicitly requested to receive information from. It will be clear at the point of collection who is collecting the personal information and whose privacy statement will apply.
Notwithstanding the terms of this Privacy Statement, you grant to Company the right to disclose the Registration Data to third parties for the purposes of administering and maintaining the Services. Furthermore, while it is the Company's policy to respect the privacy of its users, including information about user's use of the Services, including the contents of users' email and messages ("Email Content"), Company reserves the right to monitor, edit or disclose any personal information about the user, his/her use of the Services, or such contents, in the event that we believe that such action is necessary in order to 1) conform to legal requirements or comply with legal process; 2) to protect and defend Company’s rights; 3) to enforce the Terms of Service; or 4) to act to protect the interests of its members and others. You agree to notify Company immediately in the event that you believe that there is unauthorized use of your account.
When you order products from Company, Company also collects personally identifiable information from you. If you order one of our products or services, Company will collect and maintain your name, e-mail address, billing address, shipping address, telephone number, product selections, credit card or other payment information, order number, referring URL, IP address and a password. Company collects this, and other information, as disclosed in this policy, in order to fill your order, to communicate with you about your order and to send you promotional materials. Before confirming your order, you will have the opportunity to review the product order form and make changes and additions to the information it contains. These changes will be automatically kept for future use. Company uses good faith efforts not to provide third parties with access to your individual account information, unless stated otherwise on the Site. Company reserves the right to provide non-identifiable consumer data to third parties including, but not limited to, general statistics about pages viewed on our site, sales and other shopping information.
C. DIGITAL DOWNLOAD RELATED TERMS OF SERVICE AND USE (WHEN PURCHASING DIGITAL DOWNLOADS)
Before you make any purchases, you must first establish a customer account (“My Account”). The following Terms of Use will govern your customer account.
Company reserves the right, at its sole discretion, to change, add or remove portions of these Terms of Use, at any time. It is your responsibility to check these Terms of Use each time before using the Site. Your continued use of the Site following the posting of changes will mean that you accept and agree to the changes. As long as you comply with these Terms of Use, we grant you (“End User”) a personal, non-exclusive, non-transferable, limited privilege to enter and use the Site. If there is conflict between these Terms of Use and the terms posted for a specific service, feature or transaction offered on the Site, the latter terms shall control regarding that specific service, feature or transaction.
All music (downloaded or samples), software, text, images, graphics, user interfaces, videos, photographs, trademarks, logos, and artwork (collectively, “Content”), including but not limited to the design, selection, arrangement, and coordination of such Content on the Site is owned or licensed by or to Indie911, and is protected by copyright, trade dress, and trademark laws, and various other intellectual property rights laws. Except as expressly provided in these Terms of Use, or as part of Company’s music licensing program, no part of the Site and no Content may be reproduced, recorded, broadcast, distributed, uploaded, posted, altered to make new works, performed, digitized, or transmitted in any way to any other computer, website or other medium or for any commercial purpose, without our prior express written consent.
The Content is hereby sublicensed to End User and not sold, notwithstanding use of the terms “sell,” “purchase,” “order,” or “buy” on the Site or this Agreement. Your downloadable Content sublicense is nonexclusive, nontransferable, and non-sublicensable. End Users may play their Content an unlimited number of times on the same registered personal computer or any other secondary or portable device. The End User may “burn” their Content from the Primary Computer to make unlimited permanent copies in an uncompressed form conforming to the industry “Red Book” technical specifications to either “write once” blank recordable CD-R compact discs conforming to the industry standard “Orange Book Part II” technical specifications and/or blank “re-writable” CD-RW compact discs.
You have a nontransferable, nonexclusive, non-sub licensable license to only use the Content for personal use as specified above. You may not play and then re-digitize any Content, or upload the Content to the Internet. You may not create any “derivative works” by altering any of the Content. You may not use the Content in conjunction with any other third-party content (e.g., to provide sound for a film). You may not exploit any such Content or for commercial purposes. You may not transfer or distribute Content except as expressly stated herein. No other uses are permitted except as expressly stated as an authorized use by these rules. You further agree to indemnify, defend and hold harmless Company for your failure to comply with this section.
Due to the nature of downloads as a purchase of data rather than a physical product, no refunds or credits can be issued for download sales. If you are having a problem retrieving the file(s) that you purchased, please contact us at problems@indie911.com, and we will make every reasonable effort to fulfill your order. If we have exhausted all reasonable methods of delivering your purchase to you, and you have still not received the file(s) that you paid for, only then will a refund or credit be considered. In all cases you must contact us at the above email address for any assistance with purchases. Failure to do so will make you ineligible for any refund or credit, in part or in whole, regardless of your failure or success at downloading your purchased file(s).
You are responsible for maintaining the confidentiality of your My Account information, including your password, and for all activity that occurs under your account. You agree to notify us immediately of any unauthorized use of your account or password, or any other breach of security. You may be held liable for losses incurred by us or any other user of the Site due to someone else using your password or customer account. You may not use anyone else's password or customer account at any time.
You may not attempt to gain unauthorized access to the Site. Should you attempt to do so, assist others in making such attempts, or distributing instructions, software or tools for that purpose, then your customer My Account will be terminated.
You agree to provide us with accurate, current and complete information about yourself and your billing information as prompted by the registration process. You may update any of your My Account Information by clicking on the My Dashboard button and selecting the appropriate link in the My Account area. To change or modify billing information for recurring purchases please contact info@indie911.com.
You must disclose certain personal information to use our Site, register, and make purchases. As a condition of registering with our Site or making any purchases of Content or any other products, you represent that you have first read our Privacy Policy and consent to our collection, use and disclosure of your personal information and non-personal information. To make a purchase, you must at least disclose to us all of the following: (i) your name, (ii) mailing address including zip code or equivalent, (iii) transaction data including credit card number and titles of albums or songs purchased. Our Privacy Policy's terms and conditions will change from time to time, and as a condition of browsing the Site, using any features or making any purchase, you agree that you will first review our Privacy Policy prior to making any initial or subsequent purchases.
By establishing a My Account with us, and each time you make a purchase through our Site, you grant permission for us to contact you at your e-mail address.
You or Company may terminate your use of the Site for any reason at any time, provided that all warranties and representations shall survive any such termination. You also agree that we may, in our sole discretion and without prior notice to you, terminate for “cause” your access to the Site, which includes (but is not limited to): (1) attempts to gain unauthorized access to the Site or assistance to others attempting to do so, (2) overcoming software security features limiting use of or protecting Digital Downloads, (3) discontinuance or material modification of the Site or any service offered on or through the Site, (4) violations of the Terms of Use, (5) failure to pay for purchases, (6) copyright infringement, (7) unexpected operational difficulties, or (8) requests by law enforcement or other government agencies.
THE SITE, MUSIC SAMPLES, “DIGITAL DOWNLOADS,” SOFTWARE, ARTWORK, DATA, AND INFORMATION ARE PROVIDED “AS IS.” COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES AND/OR CONDITIONS, EXPRESS OR IMPLIED, AS TO ANY MATTER WHATSOEVER RELATING TO OR REFERENCED BY THE SITE, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY OR QUALITY OF DATA AND FITNESS FOR A PARTICULAR PURPOSE, SUITABILITY, TITLE, NON-INFRINGEMENT, LACK OF VIRUSES OR CORRESPONDENCE TO DESCRIPTION.
YOU ASSUME THE ENTIRE RISK ARISING OUT OF THE USE OF THE SITE AND/OR DOWNLOADING OF MUSIC FILES OR THEIR USE. IN NO EVENT SHALL WE OR OUR LICENSORS OR ANY OF THEIR OFFICERS, DIRECTORS, EMPLOYEES, INDEPENDENT CONTRACTORS, AGENTS OR AFFILIATES BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, DIRECT, INDIRECT, SPECIAL, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS) ARISING OUT OF THIS AGREEMENT OR THE USE OF OR INABILITY TO USE ANY DIGITAL DOWNLOADS, WITH THE DELAY OR INABILITY TO USE THE SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE MUSIC OR SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN THE EVENT THAT ANY LIMITATION OF LIABILITY SHALL FAIL OF ITS ESSENTIAL PURPOSE, THE MAXIMUM LIABILITY THAT WE SHALL HAVE IS LIMITED TO ANY AMOUNTS ACTUALLY PAID TO US BY YOU.
D. COPYRIGHTED MATERIALS “FAIR USE” NOTICE
It is possible that on news related content items, certain video or audio may contain copyrighted material the use of which has not always been specifically authorized by the copyright owner. We are making such material available in our efforts to advance the understanding of humanity's problems and hopefully to help find solutions for those problems.
We believe this constitutes a 'fair use' of any such copyrighted material as provided for in section 107 of the US Copyright Law. In accordance with Title 17 U.S.C. Section 107, the material on this site is distributed without profit to those who have expressed a prior interest in receiving the included information for research and educational purposes. A click on a hyperlink is a request for information.
You can read more about 'fair use' and US Copyright Law at the Legal Information Institute of Cornell Law School. This notice was modified from a similar notice at Common Dreams
The following when signed by indie911, LLC (“Company”) and you (whether acting as an individual, or on behalf of an artist, band group, songwriter, company or other business entity as their authorized legal representative (“you”)) shall constitute a legally binding agreement between you and Company. You and Company agree as follows:
1. Definitions:
“Artwork” means album cover artwork and any other artwork that you provide to Company. All such artwork shall be deemed approved and cleared by you for all purposes unless you provide Company with written notice to the contrary. “Metadata” means the digital information conveying information regarding a Digital Master, such as your name, the title of the applicable album, the name of the song and the record company name, and it shall be subject to the protection of Title 17, Section 1202 of the United States Copyright Law. “Content” means sound recordings and audiovisual recordings (and the underlying musical compositions embodied therein) that you have designated for distribution by Company via Electronic Transmission. All Content must be owned or controlled by you and/or have been cleared by you for all purposes and rights granted and authorized hereunder by you. “Electronic Transmission” means any transmission of Content to the consumer, whether sound alone, sound coupled with an image, or sound coupled with data, in any form, analog or digital, now known or later developed (including, but not limited to, limited downloads, permanent downloads, streams, audio-only recordings or audiovisual recordings made available through portable subscription services, mobile tones, via Company’s retail platform widget entitled the “Hoooka”, “podcasts”, “cybercasts”, “webcasts”, “streaming audio”, “streaming audio/video”, “digital downloads”, direct broadcast satellite, point-to-multipoint satellite, multipoint distribution service, point-to-point distribution service, cable system, telephone system, broadcast station, and any other forms of transmission now known or hereafter devised) whether or not such transmission is made on-demand or near on-demand, whether or not a direct or indirect charge is made to receive the transmission and whether or not such transmission results in a specifically identifiable reproduction by or for any transmission recipient. All references in this Agreement to the “distribution” of Content, unless expressly provided otherwise, shall be understood to include the distribution of master recordings by way of Electronic Transmission.
2. You hereby appoint Company as your authorized representative for the sale and other distribution of your Content as provided herein. You hereby grant Company and its licensees the non-exclusive right, during the Term and throughout the universe, to: (a) digitally reproduce and convert your Content; (b) perform and make available for promotional purposes, portions of your Content by “streaming” to promote its license, sale and distribution; (c) promote, sell, distribute, deliver and/or otherwise exploit Content and associated metadata via Electronic Transmission to purchasers who may use such Content in accordance with usage rules agreed by Company; (d) use and authorize others to license the use of and sale of your Content via “Electronic Transmission;” (e) use your Content, Artwork and related metadata as may be reasonably necessary or desirable for Company to exercise its rights under and in furtherance of this Agreement; and (f) authorize Company’s licensees to perform any one or more of the activities specified above.
2. (a) The Term of this Agreement shall commence on the date hereof and shall continue for a period of one (1) year. The Term will automatically extend thereafter until and unless terminated by either party upon no less than sixty (60) days notice to the other party. You understand and agree that in the event either party terminates the Term of this Agreement, Company’s licensees may not have the opportunity nor be legally bound to delete your Content prior to such 60 day period. Promptly following Company’s receipt of your notice to Company hereunder of your requested termination, Company shall advise its licensees that they are no longer authorized to offer the sale or other use of such of your Content or Artwork. The foregoing shall not limit in any way the rights of end users who have acquired your Content or Artwork. Company will use its reasonable efforts to have any such Content removed from a licensee site as soon as possible thereafter.
(b) You agree to deliver the Content and Artwork to Company in such form as Company may reasonably request within ten (10) days after the date hereof.
3. Company shall pay you an amount equal to eighty percent (80%) of the net amount Company receives from its licensees for the sale or other licensed uses of your Content. The company’s “hoooka” distributed retail widget platform provides for members of the general public to create accounts for the purpose of collecting audio and video media for sale as a method of increasing the exposure and sale of media that becomes part of the indie911 catalog and system. Such account owners are entitled under the Terms of Service to receive a 10% commission of sales that they host on websites that they control, enable, promote or personalize. This 10% is paid from the above mentioned 80% net amount, which designates such payments to you as seventy percent (70%) of the net amount Company receives from its digital sales. Company shall make payments to you on a calendar bi-monthly basis. Payments are to be made within 30 days of the conclusion of the second month to accounts who have accumulated a minimum of $10.00 in earnings. If an account earns less than $10.00 in a given month that sum will be carried over to subsequent months until such time as the amount earned exceeds the $10.00 payment threshold. At no point will payments of less than $10.00 be made unless as a final payment on a cancelled account. Such payment obligation shall constitute full consideration for all rights granted and all obligations undertaken by you hereunder. You will have the right to affiliate with a performance rights society and Sound Exchange or other entity to collect monies that may be payable to you for the public performance of your Content.
4. You shall obtain and pay for any and all clearances and licenses as may be required in each territory or any portion thereof for uses of your Content, Artwork and metadata. You shall be responsible for and shall pay: (a) any royalties and other sums due to artists, authors, co-authors, copyright owners and co-owners, producers and any other record royalty participants from sales or other uses of the Content; (b) all mechanical royalties or other sums payable to publishers and/or authors or co-authors of musical compositions embodied in Content from sales or other uses of such Content; (c) all payments that may be required under any collective bargaining agreements applicable to you or any third party; and (d) any other royalties, fees and/or sums payable with respect to your Content, Artwork, metadata and other materials provided by you to Company. You agree that the amount payable to you is inclusive of any so-called “artist royalties” and “mechanical royalties” that might otherwise be required to be paid for sales or exploitations pursuant to the applicable laws of any jurisdiction.
5. Company may use and authorize its licensees to use the names and approved likenesses of, and biographical material concerning, any artists, bands, producers and/or songwriters, as well as track and/or album name, and Artwork, in any marketing materials for the sale, promotion and advertising of the applicable Content which is offered for sale or other use under the terms of this Agreement. Company and any of its licensees shall have the right to market, promote and advertise the Content as available for purchase or license as Company and its licensees determine in its reasonable business discretion and that Company make no guarantees whatsoever about there being any minimum sales or uses of any Content.
6. As between you and Company, all right, title and interest in and to your Content and Artwork, and all copyrights and equivalent rights embodied therein, and all materials furnished by you, shall be and remain your property.
7. Company reserves the right to change, modify, add to or remove all or part of this Agreement, upon notice to you sent via email at least ten (10) days prior to their effective date. In the event that you do not consent to any such proposed changes your sole recourse shall be to terminate the Term of this Agreement by notice to Company as provided above, and your failure to do so within ten (10) days of the date of any such email from Company to you shall constitute your acceptance of such changes. The expiration of the Term of this Agreement shall not relieve either party from their respective obligations incurred prior to or during the Term. Accordingly, provisions of this Agreement will continue to apply even after the expiration of the Term.
8. You represent and warrant that you have the full authority to act on behalf of any and all owners of any right, title or interest in and to your Content or Artwork. You represent and warrant that you own or control the necessary rights in order to make the grant of rights, licenses and permissions herein, and that the exercise of such rights, licenses and permissions by Company and its licensees shall not violate or infringe the rights of any third party. Each party represents and warrants that it shall not act in any manner which conflicts or interferes with any existing commitment or obligation of such party, and that no agreement previously entered into by such party will interfere with such party's performance of its obligations under this Agreement. Each party represents and warrants that it shall perform their obligations hereunder in compliance with any applicable laws, rules and regulations of any governmental authority having jurisdiction over such performance.
9. You agree to fully indemnify and hold Company harmless, and upon Company’s request, defend Company and its licensees and affiliates (and their respective directors, officers and employees) from and against any and all losses, liabilities, damages, costs or expenses (including reasonable attorneys' fees and costs) concerning any such claim. Accordingly, you agree to reimburse Company and its licensees on demand for any payments made in resolution of any liability or claim that is subject to indemnification under this paragraph 9. Company shall promptly notify you of any such claim, and by obtaining and posting and maintaining an appropriate bond for Company’s benefit you may assume control of the defense of such claim, provided that Company shall have the right in all events to participate in the defense thereof.
10. The parties agree and acknowledge that the relationship between the parties is that of independent contractors. This Agreement shall not be deemed to create a partnership or joint venture, and neither party is the other's agent, partner, or employee. This Agreement contains the entire understanding of the parties relating to the subject matter hereof, and supersedes all previous agreements or arrangements between the parties relating to the subject matter hereof. This Agreement cannot be changed or modified except as provided herein. A waiver by either party of any term or condition of this Agreement in any instance shall not be deemed or construed as a waiver of such term or condition for the future, or of any subsequent breach thereof. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable, such determination shall not affect any other provision hereof, and the unenforceable provision shall be replaced by an enforceable provision that most closely meets the commercial intent of the parties. This Agreement shall be binding on the assigns, heirs, executors, personal representatives, administrators, and successors (whether through merger, operation of law, or otherwise) of each of the parties. Any notice, approval, request, authorization, direction or other communication under this Agreement shall be given in writing and shall be deemed to have been delivered and given for all purposes on the delivery date if sent by electronic mail to the addresses provided to and by you upon registration with the Company website, or as properly updated. This Agreement shall be governed and interpreted in accordance with the internal laws of the State of California applicable to agreements entered into and to be wholly performed therein, without regard to principles of conflict of laws. The titles used in this Agreement are for convenience only and are not to be considered in construing or interpreting this Agreement. This Agreement is for the sole benefit of the parties hereto and their authorized successors and permitted assigns. Nothing herein, express or implied, is intended to or shall confer upon any person or entity, other than the parties hereto and their authorized successors and permitted assigns, any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.
11. Indie911 is in the business of aggregating content on its website from individual artists and entertainment companies including record labels and providing a set of tools and platforms to promote the artists and to generate revenue for them. The primary focus of Indie911’s revenue is through arranging for digital downloads of artist material through Indie911’s tools such as the hoooka widget as well as from offering a variety of other services to artists and songwriters. The platform that indie911 sells most of its music through is via a widget known as the hoooka ™ - a personalized media store and player that enables both artists and fans to play, share, promote and sell their favorite digital media. Allowing users to instantly become their own mobile media store and create their own play lists, the hoooka showcases these play lists that can be posted anywhere online, from blogs and social networking pages to personal Web sites. It is the intention of this Terms of service to notify indie911 users that music uploaded to the indie911 servers and indie911’s hoooka system will be also offered as a free stream or paid download (according to the permissions set by the content owner in their indie911/hoooka account) via Live Video’s music section on livevideo.com. Digital download revenues will be paid to artists as described throughout this document, and paid downloads on live video will be paid via indie911 as if it were a transaction on indie911. This is not limited to indie911's current deal with Live Video, but is applicable to any and all similar arrangements made with any other future partner.
INDIE911 AND YANGAROO, INC. ("YANGAROO") ASK THAT YOU REVIEW THE FOLLOWING TERMS AND CONDITIONS ("T&C") RELATING TO THE USE OF DMDS (THE "SERVICE") THROUGH INDIE911.
1. Indie911 provides digital distribution to radio through the use of Digital Media Distribution System (DMDS) - a means of delivering to radio broadcasters and other authorized users your music and audio files and their related meta-data ("Tracks") via uploading and downloading.
2. You warrant that all registration information that you provide ("User Information") is accurate and complete. You agree to update promptly any User Information as and when it changes, failing which INDIE911 and YANGAROO reserve the right to suspend or terminate your account.
3. By supplying your Tracks for upload, you grant INDIE911 and YANGAROO a no-charge, non-exclusive license throughout the United States to download and/or stream such Tracks to third parties solely for the purpose of providing the Service to authorized users.
4. You agree to indemnify and hold INDIE911, YANGAROO and their subsidiaries, affiliates, agents, representatives, employees, directors, officers or partners harmless from any claim or demand made by any third party due to or arising out of any Track that you supply for upload to the Site, your use of the Service, your connection to the Service, your violation of these T&C or your violation of the rights of any party.
5. INDIE911 and YANGAROO and their subsidiaries, affiliates, agents, representatives, employees, directors, officers and partners are not liable for any damages arising out of or in connection with any engagement by you in any of the prohibited uses.
6. You expressly understand and agree that your use of the Service through INDIE911 is at your sole risk and that the Service is provided on an "as is" and "as available" basis. INDIE911 and YANGAROO make no warranty that the service will meet your requirements or that the service will be uninterrupted, timely or error free.
7. Upon using the Service, you acknowledge that you are entering a binding agreement to engage INDIE911 and YANGAROO for the Service according to these T&C and that you will be responsible to pay for any transactions made by you at the then current transaction cost. You shall be responsible for the payment of any taxes associated with using the Service. The cost for transactions on the Site is subject to change without notice and will be posted at all times on the Site.
8. INDIE911 and YANGAROO may terminate your use of the Service, or remove and discard any Track, if INDIE911 and YANGAROO believe that you have violated or acted inconsistently with the letter or spirit of this TOS. INDIE911 and YANGAROO may also in their sole discretion and at any time discontinue providing the Service, or any part YANGAROO shall not be liable to you or any third-party for any termination of your access to the Service.
9. INDIE911 and YANGAROO recognize that personal and company information that may be entered in DMDS may be of a confidential or sensitive nature. DMDS services have been designed to be resistant to the inappropriate access or disclosure of such information to other registered and unregistered users.
INDIE911 and YANGAROO will not make any use of information collected from users without the express written permission of the users or the companies or other organizations with which the users are associated. If you believe that any party may have violated this policy or the privacy of your information in any way, please contact YANGAROO immediately.
It is our policy not to provide to third parties any list of users, user addresses, user e-mail addresses or other such user information for commercial purposes. However, INDIE911 and YANGAROO may occasionally reference your company name in customer lists or press releases issued by YANGAROO regarding the licensing and/or usage of the Service.
10. These T&C constitute the entire agreement between you, INDIE911 and YANGAROO and govern your use of the Service and supersede all other agreements and understandings. You agree that all matters relating to use of the Service or Site shall be governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein.
PLEASE NOTE... using DMDS for digital delivery simply means that your song is made available to music programmers at radio station stations. It does NOT guarantee that your song will actually be played on the radio. You should consider hiring a professional radio promoter to get your song considered for airplay.
G. OPTIONAL PROGRAM #3 FREE MUSIC PROGRAM AGREEMENT
1. (a) Company’s free music program is designed to help promote new artists and encourage new listeners to discover and purchase other songs by those artists. Users who choose to participate in the free music program must designate at least one song so that we may adequately promote your music. We do not give away music lightly, and choose only approved strategic partners whom we believe share our commitment to legitimate new artist discovery. We are in the business of internet-based music discovery through our Site and network. Through our partners such as Emergent Music, LLC/Goobmah and iMesh as well as on featured home pages and through “podcasts”, we provide an online collection of free music downloads as an incentive to users to participate in various online offerings. “Sound Recording” shall mean an audio recording embodying a performance of a musical composition, and the Schedule of Sound Recordings shall be the Site’s “artist page” listing the available music.
(b) Grant of rights for indie911’s Free Music Program: you (sometimes hereinafter referred to as “Artist/Label”) hereby grants to Company the fully-paid right, privilege and license during the Term throughout the Territory to:
(i) duplicate the Sound Recording of each musical selection identified on a Schedule of Sound Recordings and store it in MP3 or similar digital format on the server for its Site; and (ii) allow registered users of the Site and Company’s syndication partners and affiliates to duplicate Digital Track(s) free of charge by downloading the Digital Track for their personal use.
(c) Artist/Label hereby grants Company the right to use during the Term throughout the Territory the name(s) of each performer on each Sound Recording, the song title, songwriter and the name of Artist/Label in connection with the advertising, publishing, and promotion of Company, the Site and its Free Music Program to our registered users as well as on the Site.
(d) Term for Free Music Program: The initial term of the license granted hereunder with respect to each Sound Recording shall be one hundred eighty (180) days commencing on the date the Digital Track is first available for downloading. The Term with respect to any given Sound Recording will automatically renew for additional ninety (90) day periods unless either party gives the other party written notice of its intention not to renew the Term with respect to that Sound Recording at least 10 days prior to the end of the then-current Term.
(e) indie911’s Free Music Program is in the business of promoting songs and recordings by obtaining permission from the holders of the rights to those songs and recordings to allow Podcasters to transmit such recordings on their Podcasts (as those capitalized terms are defined below). You hereby acknowledge that you are the copyright holder in the musical compositions contained in the Podcasts and Sound Recordings and hereby warrant and represent to us that you wish to be included in this program to promote their recordings listed below by allowing Podcasters to transmit said recordings on their Podcast, as such promotion will help to increase the Artist, yours and/or copyright holder(s)'s visibility and the sales of its music through other channels; and
(f) The parties wish to enter into an Agreement to authorize indie911’s Free Music Program to do this and to set forth the terms and conditions pursuant to which they are authorized to do so. It is thus hereby agreed as follows:
2. Definitions: For purposes of this Agreement, the following terms have the following specified meanings:
"Internet" means a global network of interconnected computer networks, each using the Transmission Control Protocol/ Internet Protocol and/or such other standard network interconnection protocols as may be adopted from time to time, which is used (among other things) to transmit content between, or enable commercial transactions between, a Site and a User.
"Podcast" and "Podcaster" "Podcast" means an audio or video file distributed over the Internet in conjunction with Real Simple Syndication (RSS) or any other open-source syndication protocol. A "Podcaster" means any individual or entity who distributes Podcasts.
“Music Content or Content" means a sound recording and the underlying composition, song and lyrics and/or other visual media such as a movie file or animated flash file.
"Artist Content" means the names, trademarks, trade names, likenesses, photographs, biographical materials or artwork of the Artist and/or Copyright holder(s) or Artist and/or Copyright holder(s) members.
"Licensed Content" mean the Music Content identified in Exhibit A attached to this Agreement; and the Artist Content.
The terms "sound recording" and "audiovisual work" have the meanings given them in the US Copyright Act.
Promotion of Music and media: indie911 will make approved sound recordings available through indie911’s website to approved Podcasters and to encourage these Podcasters to license Music Content and Artist Content from indie911 for use on their Podcasts. indie911 will determine which distribution and podcast outlets are appropriate in its sole discretion
3. Grant of Royalty-Free Licenses for Podcasts.
(a) Artist and/or Copyright holder(s) hereby grants to indie911, on a world-wide and royalty-free basis, the right to do the following: (i) to prepare and encode the Licensed Content provided to indie911 to be freely available for download, for streaming or download transmission through Podcasts, and to license others to do the same; and (ii) to display, copy, reproduce (and to mechanically reproduce each musical composition included in the Licensed Content), exhibit, perform, distribute and to transmit for streaming or download, any or all of the Licensed Content through Podcasts, and to license others to do the same.
(b) Artist and/or Copyright holder(s) also grants Indie911 permission, on a non-exclusive, royalty-free and world wide basis, to reproduce, display and use the Licensed Content (i) on indie911's website and (ii) in the indie911 podcast.
4. Limitations: indie911 shall not use the Licensed Content on any Podcast that contains fewer than (5) sound recordings in total.
5. Third Party Rights in Licensed Content: Artist and/or Copyright holder(s) represents and warrants to indie911 that (i) no record company, music publisher or any other third party not signing below holds any right or interest in any of the Licensed Content (which includes the sound recording, underlying composition, song and lyrics and the Artist Content) or in any revenues from its use, except those identified in Exhibit A attached to this Agreement; and (ii) after approval of such third parties (if any) is obtained, use of the Licensed Material as contemplated by this Agreement will not infringe on any third party's copyright, patent, trademark, trade secret or other proprietary rights, rights of publicity or privacy, or moral rights.
6. LIMITATION OF LIABILITY. Artist and/or Copyright holder(s) understands and agrees that by this Agreement Artist and/or Copyright holder(s) is permitting indie911 and Podcasters selected by it to stream and download the Licensed Content as provided in Paragraphs 3 and 4 above. indie911 will make the Licensed Content available to the Podcasters on the condition that they not use it for any other purpose. However, Artist and/or Copyright holder(s) understands and agrees that the economic basis of this Agreement does not allow indie911 to be legally responsible for any piracy of the Licensed Content or any other act or omission by Podcasters or anyone else, or to monitor or supervise Podcaster activity. Artist and/or Copyright holder(s) understands that if indie911 were to assume such legal responsibility, indie911 would have to charge Artist and/or Copyright holder(s) substantial fees for its services. Artist and/or Copyright holder(s) understands that misuse of digital copies is an inherent risk in permitting others access to such copies.
8. No Royalties. Artist and/or Copyright holder(s) understands that it shall not be entitled to royalties or compensation from indie911 or any Podcaster for use of the Licensed Content in compliance with this Agreement.
9. World-Wide Rights. Artist and/or Copyright holder(s) understands and agrees that the rights granted herein to indie911 are worldwide.
10. Termination. In addition to any other rights of termination set out in this Agreement, Artist and/or Copyright holder(s) may terminate this Agreement at any time with written notice, however, any outstanding third party licenses executed at the time of such termination notice shall remain in full force and affect until such third party license expires.
11. Mutual Representations and Warranties. Each Party hereby represents and warrants to the other Party that:
(a) It is a legal entity duly organized, validly existing and in good standing under the laws of the jurisdiction or a natural person and it has all the necessary power and authority to enter into this Agreement and perform its obligations under this Agreement; and
(b) Its execution and delivery of this Agreement and the performance of its obligations and duties hereunder, do not violate any agreement to which it is a Party.
12. Indemnity. Artist and/or Copyright holder(s) agrees to indemnify, defend and hold harmless indie911 and its owners and employees from all damages, costs, liability and expense, including but not limited to reasonable attorneys' fees, arising out of or in connection with Artist and/or Copyright holder(s)'s breach of any warranty or representation in this Agreement.
13. Joint and Several Obligations. All Artist and/or Copyright holder(s) members who sign below are obligated under this agreement jointly and severally.
14. Notices to ASCAP, BMI, SESAC, SOCAN or other Performing Rights Organizations. Artist and/or Copyright holder(s) agrees at the request of indie911 that it will notify ASCAP, BMI, SESAC or other similar organizations not to bring any enforcement action for use of the Licensed Content by indie911 as provided herein or by Podcasters and not to assert any claim for royalty payments by use of the Licensed Content by Podcasters or indie911.
15. Amendments. This Agreement may be amended or modified by, and only by, a written document executed by all of the parties hereto.
16. No Third Party Beneficiaries. Nothing express or implied in this Agreement is intended to confer, nor shall anything herein confer, upon any person or entity other than the parties and the respective successors or assigns of the parties, any rights, remedies, obligations or liabilities whatsoever.
17. Successors and Assigns. This Agreement will be binding upon and inure to the benefit of the parties hereto, their successors or permitted assigns.
Despite all of the above legal mumbo jumbo that our lawyers made us put in, we really hope you enjoy using indie911!
Last modified: May 28, 2008
©2008 indie911, Inc.
Links and Related Information
A. General Terms of Service
B. Privacy Policy
C. Digital Download Terms of Service
D. Copyrighted Materials Notice
E. Digital Download Agreement
F. Radio Distribution Terms of Service
G. Free Music Program Agreement
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