WEBSITE TERMS AND CONDITIONS OF USE
LAST UPDATED: May 24, 2018
PLEASE READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY. These terms and conditions (“Terms and Conditions”) govern your access and use of the websites (collectively, the “Website”) operated by Concord Music, consisting of Concord Music Group, Inc., Concord Music Publishing LLC, B&H Holdings LLC, R&H Holdings LLC, Imagem UK Group Services Ltd, Varese Sarabande Records LLC, Tams-Witmark LLC, New Razor & Tie Enterprises LLC and Kidz Bop Live LLC and all of our affiliates, subsidiaries, record labels and publishing companies (collectively, “Concord Music,” “we,” “us” and “our”). By accessing or using the Website, you are agreeing to these Terms and Conditions. If you do not agree to these Terms and Conditions, you may not access or otherwise use the Website.
We reserve the right to change the Terms and Conditions at any time. Changes to the Terms and Conditions will not be applied retroactively. When changes are made, we will post them on the Website and you will see the words “Last Updated” with the date of last update at the top of this page. We encourage you to review these Terms and Conditions from time to time for any changes. You agree that your use of the Website after such changes will constitute your acceptance of such changes.
The Website and all material on the Website, including but not limited to audio, video, photographs, illustrations, lyrics, software, etc. (“Content”) is the sole and exclusive property of Concord Music and/or its licensors. You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purpose, any portion of the Website or the Content other than as expressly authorized by Concord Music in writing. You hereby acknowledge and agree that, as between Concord Music and you, all right, title, and interest in and to the Website and the Content, including without limitation any patent rights, patents, business methods, copyrights, trademarks, trade secrets, inventions, and all other intellectual property rights pertaining thereto, shall be owned exclusively by Concord Music. Use of the Website or the Content in any way not expressly permitted by the Terms and Conditions is prohibited and may be actionable under United States or international law.
The trademarks, tradenames, logos and service marks (collectively, “Trademarks”) displayed on the Website are registered and unregistered Trademarks of Concord Music. Trademarks of third parties may also appear on the Website. Nothing contained on the Website should be construed as granting any license or right to use any Trademark appearing on the Website without the prior written approval of Concord Music or the third party that may own the applicable Trademark. Unauthorized use of any Trademark appearing on the Website is prohibited and may be a violation of federal and state trademark laws.
WEBSITE USE AND USER CONDUCT
So long as you agree and comply with these Terms and Conditions, and unless these Terms and Conditions are otherwise terminated by Concord Music, Concord Music grants you permission to view and use the Website and the Content for your personal, non-commercial use. You may not duplicate, publish, modify, reproduce, distribute, perform or create derivative works from any part of the Website, its design or layout, or the Content unless expressly authorized by Concord Music in writing. You agree that you will not remove or modify any acknowledgements, credits or legal notices contained on the Website or in the Content. Other terms may apply to some products or services offered on the Website and may be posted in connection with the applicable product, service, feature or activity. Any such other terms are in addition to the Terms and Conditions and, in the event of a conflict, any such other terms shall prevail. If Concord Music makes software available to you for download, your download and use of such software shall be subject to a separate license agreement. Your use of the Website is at your own risk, including the risk that you might be exposed to content that is offensive, inaccurate, or objectionable.
You agree not to access the Website by any means other than through a standard web browser on a computer or mobile device. You further agree that you will not (a) damage, disable, overburden, or impair the Website or interfere with any other party’s use and enjoyment of it; or (b) upload, post or transmit any material that (i) contains copyrighted or other proprietary material of any kind; (ii) advertises or promotes any goods or services; (iii) contains a virus or other harmful files; (iv) is threatening, harassing, degrading, hateful, intimidating, defamatory or libelous, fraudulent or tortious, obscene, indecent, pornographic or otherwise objectionable; or (v) gives rise to criminal or civil liability.
You also 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 Website or any information or other material obtained through or derived from the Website for commercial purposes; (c) engage in spamming, spoofing or flooding; (d) attempt to gain unauthorized access to the Website or other computer systems through the Website; (e) harvest, collect or store information about the users or content of the Website; or (f) frame any portion of the Website.
We reserve the right, for any reason, in our sole discretion, to terminate, change, suspend or discontinue any aspect of the Website, including, but not limited to, Content, features or hours of availability. We may also impose limits on certain features of the Website or restrict your access to part or the entire Website without notice or penalty.
SUBMISSIONS BY YOU
Concord Music does not solicit nor does it wish to receive any confidential, secret or proprietary information or other material from you through the Website, through Concord Music’s mail and email addresses, or in any other way. Any information, creative works, ideas, concepts, methods, systems, designs, plans, techniques or other materials submitted or sent to Concord Music (“Submissions”) will be deemed not to be confidential or secret. By submitting or sending Submissions to Concord Music you represent and warrant that the information is original to you, that no other party has any rights to the material and you grant Concord Music a fully paid-up and royalty-free, unrestricted, worldwide, perpetual, fully-transferable, non-exclusive license to use, copy, sublicense, modify, adapt, transmit, perform or display such material in any format or media now known or hereafter developed without additional consideration to you or any third party. IF YOU DO NOT WISH TO GRANT THE RIGHTS GRANTED IN THIS SECTION, PLEASE DO NOT POST ANY SUBMISSIONS ON THE WEBSITE.
You agree to indemnify, defend and hold Concord Music, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys’ fees, due to or arising out of your use of the Website and/or breach of the Terms and Conditions. Concord Music reserves the right, at any time, to assume the exclusive defense and control of any matter subject to indemnification by you.
LINKS TO OTHER SITES
The Website may contain links to websites operated by other parties. Concord Music provides these links to other websites as a convenience, and use of these sites is at your own risk. The linked sites are not under the control of Concord Music, and Concord Music is not responsible for the content available on the other sites. Such links do not imply Concord Music’s endorsement of information or material on any other site and Concord Music disclaims all liability with regard to your access to and use of such linked websites.
ACCOUNT PASSWORD AND SECURITY
The Website may contain some features that require registration. If asked to register for additional access, you may select a username and password to be used in conjunction with your account. You are responsible for maintaining the confidentiality of your password, and are fully responsible for all uses of your password, whether by you or others. You agree to (a) log out of your account at the end of each session; (b) keep your password confidential and not share it with anyone else; and (c) immediately notify Concord Music of any unauthorized use of your password or account or any other breach of security. Concord Music cannot and will not be liable for any loss or damage arising from your failure to comply with the terms of this paragraph.
We may make certain services or products available to users of the Website. If you choose to buy any of our services or products, you may be asked to supply certain information including credit card number or other payment information and billing address. You agree that all information you provide will be true, accurate and complete. By commencing a purchase, you warrant and represent that you are eighteen (18) years of age or older. You agree that Concord Music is authorized to act on payment instructions received from anyone using your account and password. You will also be responsible for paying any applicable taxes relating to your purchase(s). Debit and credit card transactions may be facilitated by a third party processor, and you agree that Concord Music may share your information, including information about your debit or credit card account, with such third-party processor for this purpose.
We strive to comply with the Children’s Online Privacy Protection Act. We do not knowingly collect any personal information from those under the age of 13. If you are under 13 years of age, please do not provide any personally identifiable information to us.
DISCLAIMERS AND LIMITATION OF LIABILITY
THE WEBSITE, ALL SERVICES AND CONTENT ON THE WEBSITE, AND ANY SERVICES OR GOODS MADE AVAILABLE THROUGH THE WEBSITE ARE PROVIDED TO YOU ON AN “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. CONCORD MUSIC MAKES NO WARRANTY AS TO THE QUALITY, ACCURACY, COMPLETENESS OR RELIABILITY OF THE WEBSITE, ITS SECURITY OR ANY SERVICES OR CONTENT AVAILABLE THROUGH THE WEBSITE. YOU ARE RESPONSIBLE FOR VERIFYING ANY INFORMATION BEFORE RELYING ON IT. USE OF THE WEBSITE AND THE SERVICES AND CONTENT AVAILABLE ON THE WEBSITE IS AT YOUR SOLE RISK.
CONCORD MUSIC MAKES NO REPRESENTATIONS OR WARRANTIES THAT USE OF THE WEBSITE WILL BE SECURE, UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS WILL BE CORRECTED. YOU ARE RESPONSIBLE FOR TAKING ALL NECESSARY PRECAUTIONS TO ENSURE THAT ANY CONTENT YOU MAY OBTAIN FROM THE WEBSITE IS FREE OF VIRUSES OR OTHER HARMFUL CODE. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE WEBSITE IS TO STOP USING THE WEBSITE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, CONCORD MUSIC DISCLAIMS ALL LIABILITY, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND FURTHER DISCLAIMS ALL LOSSES, INCLUDING WITHOUT LIMITATION INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH ACCESS TO OR USE OF OR THE INABILITY TO USE THE WEBSITE, THE CONTENT, OR THE SERVICES OR GOODS MADE AVAILABLE THROUGH THE WEBSITE, EVEN IF CONCORD MUSIC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN NO EVENT SHALL CONCORD MUSIC’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THE TERMS AND CONDITIONS, YOUR USE OF THE WEBSITE, OR THE SERVICES OR GOODS MADE AVAILABLE THROUGH THE WEBSITE, EXCEED THE AMOUNT, IF ANY, PAID BY YOU TO CONCORD MUSIC DURING THE SIX (6) MONTHS PRIOR TO THE DATE THE APPLICABLE CAUSE OF ACTION AROSE.
The Website is operated by Concord Music from its offices in the United States. We do not represent that materials on the Website are appropriate or available for use in other locations. Those who choose to access the Website from locations outside the United States do so on their own initiative and are responsible for compliance with applicable local laws. Any offer for any product or service made on the Website is void where prohibited.
The Digital Millennium Copyright Act of 1998 (“DMCA”) provides a mechanism for notifying service providers of claims of unauthorized use of copyrighted material. If you believe in good faith that materials available on the Website infringe your copyright, you may send a notice to:
Attention: Business & Legal Affairs
100 N. Crescent Drive
Beverly Hills, CA 90210
Email: [email protected]
We suggest that you consult your legal advisor before filing a notice as your notice of claim must comply with detailed requirement set forth in the DMCA.
You hereby consent to arbitration if any dispute is to arise, except for the enforcement of Concord Music’s or its affiliates’ intellectual property. These Terms and Conditions shall be governed by, and will be construed under, the laws of the State of New York without regard to choice of law principles. Any dispute related to these Terms and Conditions or our Website must be resolved exclusively through binding non-appearance-based arbitration administered by JAMS, an alternative dispute resolution provider. In the event of a dispute, you or Concord Music must send to the other party a notice of dispute in writing, setting forth the name, address and contact information of the party giving notice, the facts of the dispute and the relief requested. You may initiate a dispute by sending us a notice to the address listed in the NOTICES section below. We will send a notice to you at the contact information we have for you. You and Concord Music agree to try to resolve a dispute through informal negotiation upon notice of a dispute for a period of 60 days. If you and Concord Music are unable to resolve the dispute in such 60 days, then you or Concord Music may commence arbitration. You and Concord Music agree that a dispute will be heard before a single neutral arbitrator, whose decision will be final, except for a limited right of appeal under the U.S. Federal Arbitration Act. YOU ARE GIVING UP THE RIGHT TO LITIGATE A DISPUTE IN A COURT OF LAW BEFORE A JUDGE OR JURY. The arbitration proceedings shall be governed by the JAMS Comprehensive Arbitration Rules and Procedures and Expedited Procedures or JAMS Streamlined Arbitration Rules and Procedures, at the election of the party initiating the arbitration. Information regarding these rules can be found on the JAMS website at www.jamsadr.com. In addition, you and Concord Music agree that the following rules shall apply to the arbitration proceedings: (a) the arbitration shall be conducted, at the option of the party seeking relief, by telephone, online or based solely on written submissions; (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. The United Nations Convention on Contracts for the International Sales of Goods shall have no applicability.
To the fullest extent permitted by law, YOU AGREE THAT NO ARBITRATION OR CLAIM ARISING OUT OF THE TERMS AND CONDITIONS OR YOUR USE OF THE WEBSITE SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM AND NO CLASS ARBITRATION SHALL BE PERMITTED. In no event shall any claim, action or proceeding by you related in any way to the Website be instituted more than one (1) year after the cause of action arose.
If the foregoing arbitration clause does not apply for any reason, you agree to submit to the personal jurisdiction of the federal and state courts located in New York County, New York for the purposes of litigating any applicable claim.
All notices required to be given hereunder must be in writing and shall be given by personal delivery, registered or certified mail, or Federal Express or other nationally recognized courier service which regularly tracks its packages, to:
100 N. Crescent Drive
Beverly Hills, CA 90210
Attn: Legal & Business Affairs
Notices, if personally delivered, shall be deemed to have been received on the date of delivery; if by registered or certified mail, on the third business day after mailing; if by Federal Express or other nationally recognized courtier service which regularly tracks it packages, on the second business day after deposit with the service.
If any provision of the Terms and Conditions is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Concord Music’s failure to act with respect to any failure by you or others to comply with the Terms and Conditions does not waive Concord Music’s right to act with respect to subsequent or similar failures. The Terms and Conditions set forth the entire understanding and agreement between you and Concord Music with respect to the use of the Website. You may not assign or transfer your rights or obligations hereunder without the prior written consent of Concord Music, and any assignment or transfer in violation of this provision shall be null and void.
Please direct any questions you may have about the Website or the Term and Conditions to [email protected].