25 November 2010
CountryMusicBox ("CountryMusicBox" or "we") operates CountryMusicBox.com, which is a social networking platform that allows Members to create unique personal profiles online in order to find and communicate with Country Music Dj's,Artists,Fans, etc. The services offered by CountryMusicBox include any CountryMusicBox-branded URL (the "CountryMusicBox Website"), CountryMusicBox messaging services (including, without limitation, instant messaging, private messaging), CountryMusicBox music and video services, CountryMusicBox developer services, CountryMusicBox mobile services, and any other features, content, or applications offered from time to time by CountryMusicBox in connection with CountryMusicBox's business (collectively, the "CountryMusicBox Services"). The CountryMusicBox Services are hosted in the United States.
CountryMusicBox reserves the right to modify this Agreement at any time and from time to time, and each such modification shall be effective upon posting on the CountryMusicBox Services. All material modifications will apply prospectively only. Your continued use of the CountryMusicBox Services following any such modification constitutes your agreement to be bound by and your acceptance of the Agreement as so modified. It is therefore important that you review this Agreement regularly. If you do not agree to be bound by this Agreement and to abide by all Applicable Law, you must discontinue use of the CountryMusicBox Services immediately. You may receive a copy of this Agreement by contacting us.
This Agreement, and any posted revision to this Agreement, shall remain in full force and effect while you use the CountryMusicBox Services or are a Member. You may terminate your Membership at any time, for any reason, by following the instructions on the Member's Account Settings page. CountryMusicBox may terminate your Membership at any time, for any or no reason, with or without prior notice or explanation, and without liability. Furthermore, CountryMusicBox reserves the right, in its sole discretion, to reject, refuse to post or remove any posting (including, without limitation, private messages, emails and instant messages (collectively, "messages")) by you, or to deny, restrict, suspend, or terminate your access to all or any part of the CountryMusicBox Services at any time, for any or no reason, with or without prior notice or explanation, and without liability. In addition, CountryMusicBox reserves the right, in its sole discretion, to reassign or rename your profile URL. CountryMusicBox expressly reserves the right to remove your profile and/or deny, restrict, suspend, or terminate your access to all or any part of the CountryMusicBox Services if CountryMusicBox determines, in its sole discretion, that you have violated this Agreement or pose a threat to CountryMusicBox, its employees, business partners, Users and/or the public. Even after Membership is terminated, this Agreement will remain in effect, including, without limitation.
You acknowledge that CountryMusicBox reserves the right to charge for any portion of the CountryMusicBox Services and to change its fees (if any) from time to time in its discretion. If CountryMusicBox terminates your Membership because you have breached the Agreement, you shall not be entitled to the refund of any unused portion of fees or payments (if any).
When you sign up to become a Member, you will also be asked to choose a password. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the account, username, email address or password of another Member at any time or to disclose your password to any third party. You agree to notify CountryMusicBox immediately if you suspect any unauthorized use of your account or access to your password. You are solely responsible for any and all use of your account.
5. Use by Members
The CountryMusicBox Services are for the personal use of Members and may only be used for direct commercial purposes if they are specifically endorsed or authorized by CountryMusicBox. CountryMusicBox reserves the right to remove commercial content in its sole discretion. Illegal and/or unauthorized use of the CountryMusicBox Services, including, without limitation, collecting usernames, user id numbers, and/or email addresses of Members by electronic or other means for the purpose of sending unsolicited email or unauthorized framing of or linking to the CountryMusicBox Services, or employing third party promotional sites or software to promote profiles for money, is prohibited. Commercial advertisements, affiliate links, and other forms of unauthorized data collection or solicitation may be removed from Member profiles without notice or explanation and may result in termination of Membership privileges. CountryMusicBox reserves the right to take appropriate legal action, including, without limitation, referral to law enforcement, for any illegal or unauthorized use of the CountryMusicBox Services.
6. Proprietary Rights in Content on CountryMusicBox
1. CountryMusicBox does not claim any ownership rights in the text, files, images, photos, video, sounds, musical works, works of authorship, applications, or any other materials (collectively, "Content") that you transmit, submit, display or publish ("post") on, through or in connection with the CountryMusicBox Services. After posting your Content on, through or in connection with the CountryMusicBox Services, you continue to retain any such rights that you may have in your Content, subject to the limited license herein. By posting any Content on, through or in connection with the CountryMusicBox Services, you hereby grant to CountryMusicBox a limited license to use, modify, delete from, add to, publicly perform, publicly display, reproduce, and distribute such Content solely on, through or in connection with the CountryMusicBox Services, including, without limitation, through the CountryMusicBox Services to applications, widgets, websites or mobile, desktop or other services which are linked with your CountryMusicBox account (collectively, "Linked Services"), including, without limitation, distributing part or all of the CountryMusicBox Services and any Content included therein, in any media formats and through any media channels, except that Content marked "private" will not be distributed by CountryMusicBox outside the CountryMusicBox Services and Linked Services. This limited license does not grant CountryMusicBox the right to sell or otherwise distribute your Content outside of the CountryMusicBox Services or Linked Services. After you remove your Content from the CountryMusicBox Services we will cease distribution as soon as practicable, and at such time when distribution ceases, the license will terminate. If after we have distributed your Content outside of the CountryMusicBox Services, you change the Content's privacy setting to "private," we will cease distribution of such "private" Content outside of the CountryMusicBox Services as soon as practicable after you make the change. Notwithstanding the foregoing, you understand and agree that once Content is distributed to a Linked Service or incorporated into other aspects of the CountryMusicBox Services, CountryMusicBox is under no obligation to delete or ask other Users or a Linked Service to delete that Content, and therefore it may continue to appear and be used indefinitely.
2. The license you grant to CountryMusicBox is non-exclusive (meaning you are free to license your Content to anyone else in addition to CountryMusicBox), fully-paid and royalty-free (meaning that CountryMusicBox is not required to pay you or anyone else deriving rights from you for the use on the CountryMusicBox Services of the Content that you post), sublicensable (so that CountryMusicBox is able to use its affiliates, subcontractors and other partners such as Internet content delivery networks and wireless carriers to provide the CountryMusicBox Services), and worldwide (because the Internet and the CountryMusicBox Services are global in reach).
3. You represent and warrant that: (i) you own the Content posted by you on, through or in connection with the CountryMusicBox Services, or otherwise have the right to grant the license set forth in this Section 6, and (ii) the posting of your Content on, through or in connection with the CountryMusicBox Services and/or Linked Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. You agree to pay for all royalties, fees, and any other monies owing any person or entity by reason of the use of any Content posted by you on or through the CountryMusicBox Services and/or Linked Services.
4. The CountryMusicBox Services contain Content of CountryMusicBox ("CountryMusicBox Content"). CountryMusicBox Content is protected by copyright, trademark, patent, trade secret and other laws, and CountryMusicBox owns and retains all rights in the CountryMusicBox Content and the CountryMusicBox Services. CountryMusicBox hereby grants you a limited, revocable, nonsublicensable license to reproduce and display the CountryMusicBox Content (excluding any software code) solely for your personal use in connection with viewing the CountryMusicBox Website and using the CountryMusicBox Services.
5. The CountryMusicBox Services contain Content of Users and other CountryMusicBox licensors. Except as provided within this Agreement, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, sell or otherwise use any Content appearing on or through the CountryMusicBox Services.
6. CountryMusicBox performs technical functions necessary to offer the CountryMusicBox Services, including, but not limited to, the technical processing and transmission of email communications to perform the email service, and transcoding and/or reformatting Content to allow its use throughout the CountryMusicBox Services. In addition, you agree and acknowledge that CountryMusicBox may send messages including, but not limited to, notifications, special offers, promotions, commercial advertisements, and marketing materials, in connection with the CountryMusicBox Services. You can control what type of communications you receive from the CountryMusicBox Services by logging into your account and choosing the appropriate notifications settings or by following the unsubscribe instructions contained at the bottom of commercial emails.
7. CountryMusicBox reserves the right to limit the storage capacity of Content that you post on, through or in connection with the CountryMusicBox Services.
. Content Posted
Please choose carefully the information that you post on, through or in connection with the CountryMusicBox Services and that you provide to other Users. Your CountryMusicBox profile may not include any form of Prohibited Content, as outlined in Section 8 below. Despite this prohibition, information, materials, products or services provided by other CountryMusicBox Members (for instance, in their profiles) or Linked Services may, in whole or in part, be unauthorized, impermissible or otherwise violate this Agreement, and CountryMusicBox assumes no responsibility or liability for this material. If you become aware of misuse of the CountryMusicBox Services by any person or Linked Service, please click on the "Contact CountryMusicBox" or the "Report Abuse" link at the bottom of the CountryMusicBox Website pages.
1. CountryMusicBox may reject, refuse to post or delete any Content for any or no reason, including, but not limited to, Content that in the sole judgment of CountryMusicBox violates this Agreement or which may be offensive, illegal or violate the rights of any person or entity, or harm or threaten the safety of any person or entity. CountryMusicBox assumes no responsibility for monitoring the CountryMusicBox Services for inappropriate Content or conduct. If at any time CountryMusicBox chooses, in its sole discretion, to monitor the CountryMusicBox Services, CountryMusicBox nonetheless assumes no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of the User submitting any such Content.
2. You are solely responsible for the Content that you post on, through or in connection with any of the CountryMusicBox Services, and any material or information that you transmit to other Members and for your interactions with other Users.
8. Content/Activity Prohibited
The following are examples of the kind of Content that is illegal or prohibited to post on, through or in connection with the CountryMusicBox Services. CountryMusicBox reserves the right to investigate and take appropriate legal action against anyone who, in CountryMusicBox's sole discretion, violates this provision, including, without limitation, removing the offending Content from the CountryMusicBox Services, terminating the Membership of such violators and/or reporting such Content or activities to law enforcement authorities. Prohibited Content includes, but is not limited to, Content that, in the sole discretion of CountryMusicBox:
1. Is patently offensive or promotes or otherwise incites racism, bigotry, hatred or physical harm of any kind against any group or individual;
2. Harasses or advocates harassment of another person;
3. Exploits people in a sexual or violent manner;
4. Contains nudity, excessive violence, or offensive subject matter or contains a link to an adult website;
5. Solicits or is designed to solicit personal information from anyone under 18;
6. Publicly posts information that poses or creates a privacy or security risk to any person;
7. Constitutes or promotes information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
8. Constitutes or promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacturer-installed copy-protect devices, or providing pirated music or links to pirated music files;
9. involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing, instant messaging, "spimming," or "spamming";
10. Contains restricted or password only access pages or hidden pages or images (those not linked to or from another accessible page);
11. furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities including, but not limited to, making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;
12. Solicits or is designed to solicit passwords or personal identifying information for commercial or unlawful purposes from other Users;
13. involves commercial activities and/or sales without prior written consent from CountryMusicBox such as contests, sweepstakes, barter, advertising, or pyramid schemes;
14. includes a photograph or video of another person that you have posted without that person's consent;
15. for band, comedy, filmmaker and other profiles, uses sexually suggestive imagery or any unfair, misleading or deceptive Content intended to draw traffic to the profile; or
16. violates or attempts to violate the privacy rights, publicity rights, copyrights, trademark rights, contract rights or any other rights of any person.
17. The following are examples of the kind of activity that is illegal or prohibited on the CountryMusicBox Website and through your use of the CountryMusicBox Services. CountryMusicBox reserves the right to investigate and take appropriate legal action against anyone who, in CountryMusicBox's sole discretion, violates this provision, including, without limitation, terminating your Membership and/or reporting such activity or Content to law enforcement authorities. Prohibited activity includes, but is not limited to:
18. criminal or tortuous activity, including, but not limited to, child pornography, fraud, trafficking in obscene material, drug dealing, gambling, harassment, defamation, stalking, spamming, spimming, sendingof viruses or other harmful files, copyright infringement, patent infringement, or theft of trade secrets;
19. Advertising to, or solicitation of, any Member to buy or sell any products or services through the unauthorized or impermissible use of the CountryMusicBox Services. You may not transmit any chain letters or junk email to other Members. In order to protect our Members from such advertising or solicitation, CountryMusicBox reserves the right to restrict the number of emails which a Member may send to other Members in any 24-hour period to a number which CountryMusicBox deems appropriate in its sole discretion. If you breach this Agreement and send or cause to send (directly or indirectly) unsolicited bulk messages, status or mood updates, bulletins or other unauthorized commercial communications of any kind through the CountryMusicBox Services, you acknowledge that you will have caused substantial harm to CountryMusicBox, but that the amount of such harm would be extremely difficult to ascertain. As a reasonable estimation of such harm, you agree to pay CountryMusicBox $40 for each actual or intended recipient of such unsolicited message, status or mood update, bulletin or other unauthorized commercial communication you send through the CountryMusicBox Services;
20. Circumventing or modifying, attempting to circumvent or modify, or encouraging or assisting any other person in circumventing or modifying any security technology or software that is part of the CountryMusicBox Services;
21. activity that involves the use of viruses, bots, worms, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware, or otherwise permit the unauthorized use of or access to a computer or a computer network;
22. modifying, copying, distributing, downloading, scraping or transmitting in any form or by any means, in whole or in part, any Content from the CountryMusicBox Services other than your Content which you legally post on, through or in connection with the CountryMusicBox Services;
23. providing or using "tracking" or monitoring functionality in connection with the CountryMusicBox Services, including, without limitation, to identify other Users' views, actions or other activities on the CountryMusicBox Services;
24. Covering or obscuring the banner advertisements and/or safety features (e.g., report abuse button) on your personal profile page, or any CountryMusicBox page via HTML/CSS or any other means;
25. any automated use of the system, such as, but not limited to, using scripts to add friends or send comments, messages, status or mood updates, blogs or bulletins;
26. interfering with, disrupting, or creating an undue burden on the CountryMusicBox Services or the networks or services connected to the CountryMusicBox Services;
27. impersonating or attempting to impersonate CountryMusicBox or a CountryMusicBox employee, administrator or moderator, another Member, or person or entity (including, without limitation, the use of email addresses associated with or of any of the foregoing);
28. for band, comedy, filmmaker and other profiles containing a CountryMusicBox player, copying the code for your CountryMusicBox Player and embedding it (or directing others to embed it) anywhere other than in your band profile on CountryMusicBox;
29. using the account, username, or password of another Member at any time or disclosing your password to any third party or permitting any third party to access your account;
30. selling or otherwise transferring your profile, your email address or URL;
31. using or distributing any information obtained from the CountryMusicBox Services in order to harass, abuse, or harm another person or entity, or attempting to do the same;
32. displaying an unauthorized commercial advertisement on your profile, or accepting payment or anything of value from a third person in exchange for your performing any commercial activity through the unauthorized or impermissible use of the CountryMusicBox Services on behalf of that person, such as placing commercial content on your profile, links to e-commerce sites not authorized by CountryMusicBox, posting status or mood updates, blogs or bulletins with a commercial purpose, selecting a profile with a commercial purpose as one of your top friends, or sending messages with a commercial purpose;
33. relaying email from a third party's mail servers without the permission of that third party;
34. using invalid or forged headers to disguise the origin of any Content transmitted to or through CountryMusicBox's computer systems, or otherwise misrepresenting yourself or the source of any message or Content;
35. using any automated system, including, but not limited to, scripts or bots in order to harvest email addresses or other data from the CountryMusicBox Website for the purposes of sending unsolicited or unauthorized material;
36. engaging in, either directly or indirectly, or encouraging others to engage in, click-through generated through any manner that could be reasonably interpreted as coercive, incentives, misleading, malicious, or otherwise fraudulent; or
37. using the CountryMusicBox Services in a manner inconsistent with any and all Applicable Law.
9. Protecting Copyrights and Other Intellectual Property
CountryMusicBox respects the intellectual property of others, and requires that our users do the same. You may not upload, embed, post, email, transmit or otherwise make available any material that infringes any copyright, patent, trademark, trade secret or other proprietary rights of any person or entity. It is CountryMusicBox's policy to terminate, in appropriate circumstances, the membership of repeat infringers. If you believe your work has been copied and posted on or through the CountryMusicBox Services in a way that constitutes copyright infringement, please send CountryMusicBox.
10. Third Party Linked Services
11. Member Disputes
You are solely responsible for your interactions with other CountryMusicBox Users, third party developers or any other parties with whom you interact through the CountryMusicBox Services and/or Linked Services. CountryMusicBox reserves the right, but has no obligation, to become involved in any way with these disputes.
CountryMusicBox is not responsible for and makes no warranties, express or implied, as to the User Content or the accuracy and reliability of the User Content posted through or in connection with the CountryMusicBox Services or Linked Services, by Users of the CountryMusicBox Services or Linked Services, and such User Content does not necessarily reflect the opinions or policies of CountryMusicBox. In addition, CountryMusicBox is not responsible for any damage, injury or loss caused by Users of the CountryMusicBox Services or by any of the equipment or programming associated with or utilized in the CountryMusicBox Services or Linked Services. Profiles and Linked Services created and posted by Members on, though or in connection with the CountryMusicBox Services may contain links to other websites or services. CountryMusicBox is not responsible for the Content, accuracy or opinions expressed on such websites and services, and such websites and services are not necessarily investigated, monitored or checked for accuracy or completeness by CountryMusicBox. Inclusion of any linked website or service on the CountryMusicBox Services does not imply approval or endorsement of the linked website or service by CountryMusicBox. When you access these third party sites and services, you do so at your own risk. CountryMusicBox takes no responsibility for third party advertisements or Linked Services that are posted on, through or in connection with the CountryMusicBox Services or Linked Services, nor does it take any responsibility for the goods or services provided by these third parties. CountryMusicBox is not responsible for the conduct, whether online or offline, of any User of the CountryMusicBox Services or Linked Services. CountryMusicBox assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any User or Member communication. CountryMusicBox is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any of the CountryMusicBox Services or Linked Services or combination thereof, including, without limitation, any injury or damage to Users or to any person's computer related to or resulting from participation or downloading materials in connection with the CountryMusicBox Services or Linked Services. Under no circumstances shall CountryMusicBox be responsible for any loss or damage, including, without limitation, personal injury or death, resulting from use of the CountryMusicBox Services or Linked Services, attendance at a CountryMusicBox event, from any User Content posted on or through the CountryMusicBox Services or Linked Services, or from the conduct of any Users of the CountryMusicBox Services, whether online or offline. The CountryMusicBox Services and Linked Services are provided "AS-IS" and as available and CountryMusicBox expressly disclaims any warranty of fitness for a particular purpose or non-infringement. CountryMusicBox cannot guarantee and does not promise any specific results from use of the CountryMusicBox Services or Linked Services.
14. Limitation on Liability
IN NO EVENT SHALL COUNTRYMUSICBOX BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE COUNTRYMUSICBOX SERVICES OR LINKED SERVICES, EVEN IF COUNTRYMUSICBOX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, COUNTRYMUSICBOX'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO COUNTRYMUSICBOX FOR THE COUNTRYMUSICBOX SERVICES DURING THE TERM OF MEMBERSHIP.
The Agreement shall be governed by, and construed in accordance with, International laws, without regard to its conflict of law provisions. You and CountryMusicBox agree to submit to the exclusive jurisdiction of the courts located within your State to resolve any dispute arising out of the Agreement or the CountryMusicBox Services. EACH OF THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING, BUT NOT LIMITED TO, ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT. FURTHER, EACH PARTY HERETO CERTIFIES THAT NO REPRESENTATIVE OR AGENT OF EITHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH PARTY WOULD NOT IN THE EVENT OF SUCH LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION. EACH OF THE PARTIES ACKNOWLEDGES THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE OTHER PARTY ENTERING INTO THIS AGREEMENT.
You agree to indemnify and hold CountryMusicBox, its subsidiaries, and affiliates, subcontractors and other partners, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including, but not limited to, reasonable attorneys' fees, made by any third party due to or arising out of your use of the CountryMusicBox Services in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth in this Agreement and/or any Content that you post on, through or in connection with the CountryMusicBox Services.
This Agreement is accepted upon your use of the CountryMusicBox Website or any of the CountryMusicBox Services and is further affirmed by you becoming a Member. Your agreement with CountryMusicBox will always include this Agreement at a minimum. Your access and use of certain CountryMusicBox Services will require you to accept additional terms and conditions applicable to such certain CountryMusicBox Services, in addition to this Agreement, and may require you to download Software or Content. The failure of CountryMusicBox to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. CountryMusicBox is a trademark of CountryMusicBox, Inc. This Agreement operates to the fullest extent permissible by law. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.
To contact us regarding any questions about this Agreement, please use the Contact CountryMusicBox form on our Help site.
I HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE.