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FasTrack Music Inc. Terms and Conditions of Use

 

 

1.     Introduction

 

This Terms of Use Agreement (“Agreement”) is made by and between FasTrack Music Inc. (“FTM” or “us”), a New York corporation, and you (“You” or “Your” or “Users”). This Agreement contains the terms and conditions that govern your use of this Web Site.

 

By clicking the “I Agree” button or by accessing, visiting, browsing or using any part of this web site, you agree that you have read, understand, and agree to be bound by this agreement. If you do not agree to be bound by this agreement, do not access or use any part of this web site.

 

FTM reserves the right, from time to time, with or without notice to you, to make changes to this agreement in FTM's sole discretion. Continued use of any part of this web site constitutes your acceptance of such changes. The most current version of this agreement, which supersedes all previous versions, can be reviewed by clicking on the "terms of use" hyperlink located at the bottom of every page on the FTM web site.

 

2.     Purpose of the Site

 

The Site provides information and samples of music that can be licensed by FTM for synchronization in professional media productions or products. The Site is intended to be used only by those in the film, television, and multi-media industries and other industries which involve the timed synchronization of music to visual or audible productions, and is not intended for non-professional use by consumers. Any use other than the intended use is strictly prohibited.

 

3.     Modifications to the Site.

 

We reserve the right, for any reason, in our sole discretion, to terminate, change, suspend or discontinue any aspect of the Site, including, but not limited to, content, features or fees. We may also impose limits on certain features of the Site or restrict your access to part or all of the Site without notice or penalty.

 

4.     User Conduct.

 

You warrant and agree that You shall not: (a) impersonate or misrepresent your affiliation with any other person or entity; (b) upload, post, publish, transmit, reproduce, distribute or in any way exploit the Site or any information or other material obtained through or derived from the Site for commercial purposes, other than as expressly permitted by FTM or by the provider of such information or material; (c) engage in spamming, spoofing or flooding; (d) attempt to gain unauthorized access to the Site or other computer systems through the Site; or (e) harvest, collect or store information about the Users or content of this Site. You understand that the technical processing and transmission of the Site may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. FTM assumes no responsibility for the transmission, deletion or failure to store information submitted by You or other Users to FTM. In addition, You acknowledge that You will not rely on any content created or provided by FTM on the Site or otherwise.

 

5.     Proprietary Rights.

 

As between You and FTM, including our affiliates, FTM is the owner and/or authorized user of any trademark, registered trademark and/or service mark appearing on the Site, and is the copyright owner or licensee of the content and/or information on the Site, unless otherwise indicated. Except as otherwise provided herein, use of the Site does not grant You a license to any content, features or materials You may access on the Site. Any commercial use of the Site is strictly prohibited, except as allowed herein or otherwise approved by us. You may not download or save a copy of any of the content or screens for any purpose except as otherwise provided by FTM. If You make other use of the Site, except as otherwise provided herein, You may violate copyright laws and other laws of the United States, other countries, as well as applicable state laws, and may be subject to liability and/or legal action for such unauthorized use. We do not grant any license or other authorization to any use of our trademarks, registered trademarks, service marks, other copyrightable material or any other intellectual property by including them on the Site, unless otherwise granted by us.

 

6.     Music Licenses.

 

You acknowledge and agree that you have no right to utilize the music and sound provided to You from the Site until you execute the FTM license agreement(s) that are provided to you by FTM and fulfill all payment and other obligations as set forth therein.

 

7.     Downloads

 

You acknowledge and agree that any and all material downloaded by You from FTM's website remains the property of said material's copyright holder. A grant of license to use a music recording does not constitute any transfer of ownership. Registered users of the website may have download access to Samples of the music recordings before a license has been purchased. The Samples are to be used as temporary audition material only and must be discarded immediately after the audition process is complete. Any other use of the Samples is strictly forbidden and may be punishable by law. The Samples are of low sonic quality and are embedded with an identifying code that may or may not be audible. Any attempt to remove such code by any means is strictly forbidden. You may not share, give, sell or otherwise transfer the Samples to any third party for any reason. Broadcast quality music files are made available for download after a license has been purchased and granted. Your use of the broadcast quality files is governed by your purchased license agreement.

 

8.     User's Grant of Limited License.

 

FTM does not solicit nor does it wish to receive any confidential, secret or proprietary information or other material from You through FTM's mail and email addresses, or in any other way. Any information or material submitted or sent to FTM will be deemed not to be confidential or secret. By submitting or sending information or other material to FTM You represent and warrant that the information is original to You and that no other party has any rights to the material. You also agree and acknowledge that any ideas, concepts, methods, systems, designs, plans, techniques or other similar materials that You submit or otherwise communicate to the Site, may not be held confidential.

 

9.     User Information.

 

In the course of your use of the Site, You may be asked to provide certain personal and non-personal information to us. FTM's use of any information You provide shall be governed by the Privacy Policy. We urge You to read our Privacy Policy. You acknowledge and agree that You are solely responsible for the accuracy and content of such information.

 

10.  Security.

 

You understand and acknowledge that no data transmission over the Internet can be guaranteed to be 100% secure and we cannot guarantee that any information You submit to us will be free from unauthorized third party intrusion. You understand and agree that all information You submit to FTM is done so at your own risk.

 

11.  Internet Access.

 

You acknowledge and agree that in connection with your use of the Site, You must: (a) provide for your own access to the World Wide Web and pay any service fees (if any) associated with such access; and (b) provide all equipment necessary for You to make such connection to the World Wide Web, including, if applicable, a computer, software, a modem and a working telephone or data line. FTM shall not be responsible for any malfunctions, errors, crashes or other adverse events that may occur from your use of the Site.

 

12.  Failure to Comply with Terms and Conditions and Termination.

 

You acknowledge and agree that we may deny You access to all or part of the Site without prior notice if You engage in any conduct or activities that we, in our sole discretion, believe violate any of these Terms and Conditions, violate the rights of FTM or its content providers, or are otherwise inappropriate for continued access.

 

13.  Representations and Warranties

 

You represent and warrant to FTM (i) that You have the full power and authority to enter into and perform under this Agreement, (ii) the execution and performance by it of its obligations under this Agreement do not constitute a breach of or conflict with any other agreement or arrangement by which You are bound, or any applicable laws, regulations or rules, and (iii) this Agreement is a legal, valid and binding obligation of the party executing this Agreement, enforceable in accordance with its terms and conditions.

 

14.  DISCLAIMER OF WARRANTIES

 

THE SITE, INCLUDING, WITHOUT LIMITATION, ALL CONTENT, FUNCTIONS, MATERIALS AND SERVICES, IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY FOR INFORMATION, DATA, DATA PROCESSING SERVICES, OR UNINTERRUPTED ACCESS, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, USEFULNESS, OR CONTENT OF INFORMATION, AND ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. FTM DOES NOT WARRANT THAT THE SITE OR THE FUNCTIONS, FEATURES, OR CONTENT OR SERVICES CONTAINED THEREIN WILL BE TIMELY, SECURE, UNINTERRUPTED, OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. FTM MAKES NO WARRANTY THAT THE SITE WILL MEET USERS' REQUIREMENTS. NO ADVICE, RESULTS OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM FTM OR THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. IF YOU ARE DISSATISFIED WITH THE SITE, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE SITE.

FTM DOES NOT ENDORSE, WARRANT OR GUARANTEE ANY PRODUCTS OR SERVICES OFFERED OR PROVIDED BY OR ON BEHALF OF THIRD PARTIES ON OR THROUGH THE SITE. FTM IS NOT A PARTY TO, AND DOES NOT MONITOR, ANY TRANSACTION BETWEEN USERS AND THIRD PARTY PROVIDERS OF PRODUCTS OR SERVICES WITHOUT THE DIRECT INVOLVEMENT OF FTM.

 

15.  LIMITATION OF LIABILITY

 

IN NO EVENT SHALL FTM, OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, OR CONTENT OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM OR DIRECTLY OR INDIRECTLY RELATED TO THE USE OF, OR THE INABILITY TO USE, THE SITE OR THE CONTENT, MATERIALS AND FUNCTIONS RELATED THERETO, INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE, OR ANTICIPATED PROFITS, OR LOST BUSINESS, DATA OR SALES, EVEN IF FTM OR ITS REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO CERTAIN USERS.

 

16.  Indemnification

 

You will indemnify and hold FTM and its employees, representatives, agents, affiliates, directors, officers, managers and shareholders (the “Indemnified Parties”) harmless from any damage, loss, cost or expense (including without limitation, attorneys’ fees and costs) incurred in connection with any third-party claim, demand or action (“Claim”) brought against any of the Indemnified Parties insofar as such Claim alleges facts or circumstances that would constitute a breach of any provision of this Agreement by you. If you are obligated to provide indemnification hereunder, FTM may, in its sole and absolute discretion, control the disposition of any Claim at your sole cost and expense. Without limitation of the foregoing, you will not settle, compromise or in any other manner dispose of any Claim without the consent of FTM. If you are obligated to provide indemnification hereunder, FTM may withhold any payment it is otherwise required to make to you as a set off against your indemnity obligations.

 

17.  Links From and To the Site.

 

You may be able to link to third party web sites (“Linked Sites”) from the Site. Linked Sites are not, however, reviewed, controlled or examined by FTM in any way and FTM is not responsible for the content, availability, advertising, products, information or use of User information or other materials of any such Linked Sites, or any additional links contained therein. These links do not imply FTM's endorsement of or association with the Linked Sites. It is your sole responsibility to comply with the appropriate terms of service of the Linked Sites as well as with any other obligation under copyright, secrecy, defamation, decency, privacy, security and export laws related to the use of such Linked Sites, and any content contained thereon. In no event shall FTM be liable, directly or indirectly, to anyone for any loss or damage arising from or occasioned by the creation or use of the Linked Sites or the information or material accessed through these Linked Sites. You should direct any concerns to that site's administrator or webmaster. FTM reserves the exclusive right, at its sole discretion, to add, change, decline or remove, without notice, any feature or link to any of the Linked Sites from the Site and/or introduce different features or links to different Users. Other sites may link to the Site only through a plain-text link. Permission must be granted by us for any other type of link to FTM. To seek our permission, You may write to FTM. We reserve the right, however, to deny any request or rescind any permission granted by us to link through such other type of link, and to require termination of any such link to the Site, at our discretion at any time.

 

18.  Applicable Law/Jurisdiction.

 

You agree that the laws of the state of New York, excluding its conflicts-of-law rules, shall govern these Terms and Conditions. Please note that your use of the Site may be subject to other local, state, national, and international laws. You expressly agree that exclusive jurisdiction for any claim or dispute with FTM or relating in any way to your use of the Site resides in the courts of New York, and You further agree and expressly consent to the exercise of personal jurisdiction in the courts of New York, in connection with any such dispute and including any claim involving FTM or its affiliates, subsidiaries, employees, contractors, officers, directors, telecommunication providers and content providers.

 

19.  Locations

 

We control and operate the Site from our offices in the United States of America. We do not represent that materials on the Site are appropriate or available for use in other locations. Persons who choose to access the Site from other locations do so on their own initiative, and are responsible for compliance with local laws, if and to the extent local laws are applicable.

 

20.  Miscellaneous Provisions

 

A.   This Agreement will not be assignable or transferable by you without the prior written consent of FTM.

 

B.    No failure or delay by a party in exercising any right, power, or privilege under this Agreement will operate as a waiver thereof, nor will any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power, or privilege under this Agreement.

 

C.   No agency, partnership, joint venture, or employee-employer relationship is intended or created by this Agreement.

 

D.   The invalidity or unenforceability of any provision of this Agreement will not affect the validity or enforceability of any other provision of this Agreement, all of which will remain in full force and effect.

 

 


Any inquiries concerning these Terms and Conditions of use should be directed to: info@fastrackmusic.com


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