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 ESSENTIAL
RECORDS
PROVIDENT MUSIC GROUP
Terms and Conditions of Use
PLEASE READ THE FOLLOWING
TERMS AND CONDITIONS CAREFULLY. These Terms and Conditions (the "Terms
and Conditions") govern your use of the Essential Records Web site
(the "Site"), as provided by Essential Records ("Essential", "we"
or "us"). By using this Site, you ("You") and other users of the Site
(collectively, "Users") are deemed to have agreed to these Terms and
Conditions. If you do not agree to these Terms and Conditions, you
may not access or otherwise use the Site. You should check these Terms
and Conditions periodically for modifications. By using the Site following
any modifications to the Terms and Conditions, you agree to be bound
by any such modifications.
Modifications to the Site and the Services.
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 hours of availability. 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.
User Conduct.
You warrant and agree that, while using the Site, you shall not upload,
post or transmit to or distribute or otherwise publish through the
Site any materials which: (a) are protected by copyright, or other
proprietary or intellectual property right, or derivative works with
respect thereto, except as provided herein or without first obtaining
permission from us, (b) are unlawful, threatening, harassing or profane,
(c) restrict or inhibit any other user from using and enjoying the
Site, (d) constitute or encourage conduct that would constitute a
criminal offense or give rise to civil liability, or (e) contain a
virus or other harmful component, advertising of any kind, or false
or misleading indications of origin or statements of fact. You also
warrant and agree that you shall not: (a) impersonate, or misrepresent
your affiliation with, any other person or entity, (b) harm minors
in any way, (c) upload, post, publish, transmit, reproduce, distribute
or in any way exploit any information or other material obtained through
the Site for commercial purposes (other than as expressly permitted
by the provider of such information or other material), (d) engage
in spamming, spoofing or flooding; (e) attempt to gain unauthorized
access to other computer systems through the Site, or (f) harvest,
collect or store information about the users of this Site or the Content
posted by others on this Site. You may not upload, post, publish,
reproduce, transmit or distribute in any way any component of the
Site itself or derivative works with respect thereto, as the Site
is copyrighted as a collective work under U.S. copyright laws.
We have no obligation to monitor the Site. You acknowledge and agree,
however, that we do retain the right to monitor the Site and to disclose
any information as necessary or appropriate to satisfy any law, regulation
or other governmental request, to operate the Site properly, or to
protect ourselves or our users. We will not intentionally monitor
or disclose any private electronic-mail message unless required by
law. We reserve the right to refuse to post or to remove any information
or materials from any portion of the Site, in whole or in part, that,
in our sole discretion, are unacceptable, undesirable, inappropriate
or in violation of these Terms and Conditions.
By posting information, data, text, music, sound, photographs, graphics,
video, messages or other materials ("Content"), in or otherwise using
any communications service, chat room, message board, newsgroup, software
library, or other interactive service that may be available to you
on or through this Site, you agree that you are the sole responsible
person from which such Content originated and that you have the right
to post such Content.
You understand that the technical processing and transmission of the
Site, including Content, may involve (a) transmissions over various
networks; and (b) changes to conform and adapt to technical requirements
of connecting networks or devices. Essential assumes no responsibility
for the transmission, deletion or failure to store postings or other
information submitted by you or other users to Essential.
Any or all postings on the Site may be purged periodically in Essential's
sole discretion. You acknowledge and agree that Content you view or
post is at your own discretion and risk, including any reliance on
the accuracy, completeness, or usefulness of such Content. In this
regard, you acknowledge that you will not rely on any Content created
by Essential or submitted to Essential. You further acknowledge and
agree that the views expressed by you and other users of the Site
do not necessarily reflect the views of Essential, and Essential does
not support or endorse any Content or otherwise posted by you or any
user.
Proprietary Rights.
As between you and Essential, (including our affiliates), Essential
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 to 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 Essential. You may,
however, print one (1) copy of the information on the Site solely
for your personal use or records. If you make other use of the Site,
except as otherwise provided above, you may violate copyright and
other laws of the United States, other countries, as well as applicable
state laws and may be subject to liability for such unauthorized use.
We do not grant any license or other authorization to any user of
our trademarks, registered trademarks, service marks, other copyrightable
material or any other intellectual property, by including them on
the Site.
User's Grant of Limited License.
By submitting or sending information or other material to Essential
you grant Essential the royalty-free, unrestricted, world-wide, perpetual,
irrevocable, non-exclusive and fully sub-licensable right and license
to use, reproduce, modify, adapt, publish, translate, create derivative
works from, distribute, perform and display such Content (in whole
or part) worldwide and/or to incorporate it in other works in any
form, media, or technology now known or later developed. In operating
this Site, Essential may seek Content that originates with you and
other Site users. Notwithstanding the foregoing, Essential does not
solicit nor does it wish to receive any confidential, secret or proprietary
information or other material from you through the Site or Essential's
mail and email addresses, or in any other way. Any information or
material submitted or sent to Essential will be deemed not to be confidential
or secret. By submitting or sending information or other material
to Essential 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 be used by us in any manner.
You also warrant that any "moral rights" in posted materials have
been waived.
End User License.
User hereby acknowledges and agrees that as a material condition to
User's right to access the Site
1. User shall not reproduce, distribute, transmit or otherwise disseminate,
by any means, any material downloaded from the Site or any adaptations
therefrom. User's right to access and operate the Site is solely for
User's own, personal use and User shall not at any time make, offer,
distribute or disseminate any materials taken from the Site, in whole
or in part, for any purpose, commercial or noncommercial.
2. User shall not acquire any rights of any kind whatsoever, in any
media, in and to any mixes, adaptations or other uses of the Site
and to the extent that User could be considered under any law now
or hereafter existing to have any such right, of a derivative nature
or otherwise, User hereby unequivocally assigns any and all such rights
throughout the universe in all media now known or hereafter developed
to Essential or its licensors.
Any violation in whole or in part of any of these conditions to access
of the Site shall render any use made thereof by User unauthorized
and infringing and, without limiting any remedies that Essential or
any other party may have, User shall be liable for statutory damages
to the maximum permitted by applicable law, along with other remedies
available under the laws, including copyright laws, of the United
States and other countries.
USER HEREBY ACKNOWLEDGES AND AGREES TO THE ABOVE CONDITIONS AS A MATERIAL
INDUCEMENT TO PERMIT USER'S ACCESS OF THE SITE.
User Information.
In the course of your use of the Site, you may be asked to provide
certain information to us. Essential'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.
No Confidentiality.
You agree and acknowledge that by using this Site, any and all communications
and/or information transmitted by you to the Site will not be treated
as confidential or proprietary. Please read our Privacy Policy for
more information.
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 personal information you submit to us will be free from unauthorized
third party intrusion. You understand and agree that all information
you submit to Essential or post to the Site is done so at your own
risk.
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 associated with such access, and (b) provide
all equipment necessary for you to make such connection to the World
Wide Web, including a computer, software, a modem and a working telephone
line. Essential shall not be responsible for any malfunctions, errors,
crashes or other adverse events that may occur from your use of the
Site.
Failure to Comply With Terms and Conditions and Termination.
Your access to the Site may be terminated at any time, and without
cause, by either Essential or you, upon notification to the other
by e-mail.
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 Essential, or are otherwise
inappropriate for continued access.
You agree to defend, indemnify and hold Essential, its directors,
officers, employees, agents and affiliates harmless from any and all
claims, liabilities, costs and expenses, including reasonable attorneys'
fees, arising in any way from your use of the Site or the placement
or transmission of any message, information, software or other materials
on or through the Site by you.
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. ESSENTIAL 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. ESSENTIAL MAKES NO
WARRANTY THAT THE SITE WILL MEET USERS' REQUIREMENTS. NO ADVICE, RESULTS
OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ESSENTIAL
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.
ESSENTIAL 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. ESSENTIAL 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 ESSENTIAL.
LIMITATION OF LIABILITY
IN NO EVENT SHALL ESSENTIAL, 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 ESSENTIAL OR ITS REPRESENTATIVE OR SUCH INDIVIDUAL 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. IN NO EVENT SHALL THE TOTAL LIABILITY OF ESSENTIAL
TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT
OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING
FROM THE TERMS AND CONDITIONS OR YOUR USE OF THE SITE EXCEED, IN THE
AGGREGATE, $100.00.
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 Essential in any way and Essential 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
Essential'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 Essential 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. Essential 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 Essential. To
seek our permission, you may write to Essential. 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.
Copyright Agent.
If you believe that your work has been copied in a way that constitutes
copyright infringement, please forward the following information to
the Copyright Agent named below:
· Your address, telephone number, and email address;
· A description of the copyrighted work that you claim has been infringed;
· A description of where the alleged infringing material is located;
· A statement by you that you have a good faith belief that the disputed
use is not authorized by the copyright owner, its agent, or the law;
· An electronic or physical signature of the person authorized to
act on behalf of the owner of the copyright interest; and
· A statement by you, made under penalty of perjury, that the above
information in your Notice is accurate and that you are the copyright
owner or authorized to act on the copyright owner's behalf.
Director of Business Affairs
Provident Music Group
741 Cool Springs Blvd.
Franklin, Tennessee 37067
copyrightagent@providentmusicgroup.com
Applicable Law/Jurisdiction.
You agree that the laws of the state of Tennessee, 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 Essential or relating in any way to
your use of the Site resides in the courts of Tennessee, and you further
agree and expressly consent to the exercise of personal jurisdiction
in the courts of Tennessee, in connection with any such dispute and
including any claim involving Essential, or its affiliates, subsidiaries,
employees, contractors, officers, directors, telecommunication providers
and content providers.
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.
Consent to Processing.
By providing any personal information to the Site, all users, including
without limitation users in the European Union, fully understand and
unambiguously consent to the collection and processing of such information
in the United States.
Any inquiries concerning these Terms and Conditions of use should
be directed to the Copyright Agent referred to above.
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