(EFFECTIVE AS OF 7/22/2010)
PLEASE READ CAREFULLY
If you have any questions concerning this Terms of Use, please contact a BEAT-PLAY
representative at tos@beatplay.com
This BEAT-PLAY, L.L.C.'s Terms of Use Agreement (hereafter "Agreement") is a legal
agreement between you and BEAT-PLAY, L.L.C.. (hereafter "Beat-Play") providing, among
other things, the terms and conditions for your use of Beat-Play's music services, such as
its music exchange services, social network services, and music streaming services on
Web site ("Site") www.beatplay.com, mobile device, or others. If you cannot or will not
comply with the terms in this Agreement, you must stop using Beat-Play, or, if applicable,
cancel your subscription.
BY USING ANY SERVICES, WHETHER FOR A FEE OR FOR FREE, AND WHETHER ON A
PERMANENT OR TRIAL BASIS, YOU ARE INDICATING THAT YOU HAVE READ THIS
AGREEMENT, THAT YOU UNDERSTAND IT, AND THAT YOU CONSENT TO BE BOUND BY
ALL OF ITS TERMS AND CONDITIONS, AND THAT YOU ARE OVER THE AGE OF
EIGHTEEN. PARENTAL ADVISORY. IF YOU ARE A USER BETWEEN THE AGES OF 13 AND 17, PLEASE
REVIEW THESE TERMS OF USE WITH YOUR PARENTS.
BECAUSE BEAT-PLAY SERVICES MAY PROVIDE ACCESS TO MUSIC THAT CONTAINS
EXPLICIT CONTENT INCLUDING STRONG LANGUAGE OR DEPICTIONS OF VIOLENCE, SEX
OR SUBSTANCE ABUSE, PARENTALDISCRETION IS ADVISED FOR ALL USERS AGES 13 TO
17.
Beat-Play reserves the right to do any of the following, at any time, without notice: (1)
to modify, suspend or terminate operation of or access to the Site, or any portion of the
Site, for any reason; (2) to modify or change the Site, or any portion of the Site, and
any applicable policies or terms; and (3) to interrupt the operation of the Site, or any
portion of the Site, as necessary to perform routine or non-routine maintenance, error
correction, or other changes.
Links to Other Sites and to the Beat-Play Site
This Site may contain links to other independent third-party Web sites ("Linked Sites").
These Linked Sites are provided solely as a convenience to our visitors. Such Linked Sites
are not under Beat-Play's control, and Beat-Play is not responsible for and does not
endorse the content of such Linked Sites, including any information or materials contained
on such Linked Sites. You will need to make your own independent judgment regarding
your interaction with these Linked Sites.
Limitation of Liability
Except where prohibited by law, in no event will Beat-Play be liable to you for any indirect,
consequential, exemplary, incidental or punitive damages, including lost profits, even if
Beat-Play has been advised of the possibility of such damages.
Indemnity
You agree to indemnify and hold Beat-Play, its officers, directors, shareholders,
predecessors, successors in interest, employees, agents, subsidiaries and affiliates,
harmless from any demands, loss, liability, claims or expenses (including attorneys' fees),
made against Beat-Play by any third party due to or arising out of or in connection with
your use of the Site.
Violation of These Terms of Use
Beat-Play may disclose any information we have about you (including your identity) if we
determine that such disclosure is necessary in connection with any investigation or
complaint regarding your use of the Site, or to identify, contact or bring legal action
against someone who may be causing injury to or interference with (either intentionally or
unintentionally) Beat-Play's rights or property, or the rights or property of visitors to or
users of the Site, including Beat-Play's customers. Beat-Play reserves the right at all times
to disclose any information that Beat-Play deems necessary to comply with any applicable
law, regulation, legal process or governmental request. Beat-Play also may disclose your
information when Beat-Play determines that applicable law requires or permits such
disclosure, including exchanging information with other companies and organizations for
fraud protection purposes.
You acknowledge and agree that Beat-Play may preserve any transmittal or communication
by you with Beat-Play through the Site or any service offered on or through the Site, and
may also disclose such data if required to do so by law or Beat-Play determines that such
preservation or disclosure is reasonably necessary to (1) comply with legal process, (2)
enforce these Terms of Use, (3) respond to claims that any such data violates the rights
of others, or (4) protect the rights, property or personal safety of Beat-Play, its
employees, users of or visitors to the Site, and the public.
You agree that Beat-Play may, in its sole discretion and without prior notice, terminate
your access to the Site and/or block your future access to the Site if we determine that
you have violated these Terms of Use or other agreements or guidelines which may be
associated with your use of the Site. You also agree that any violation by you of these
Terms of Use will constitute an unlawful and unfair business practice, and will cause
irreparable harm to Beat-Play, for which monetary damages would be inadequate, and
you consent to Beat-Play obtaining any injunctive or equitable relief that Beat-Play deems
necessary or appropriate in such circumstances. These remedies are in addition to any
other remedies Beat-Play may have at law or in equity.
You agree that Beat-Play may, in its sole discretion and without prior notice, terminate
your access to the Site, for cause, which includes (but is not limited to) (1) requests by
law enforcement or other government agencies, (2) a request by you (self-initiated
account deletions), (3) discontinuance or material modification of the Site or any service
offered on or through the Site, or (4) unexpected technical issues or problems.
If Beat-Play does take any legal action against you as a result of your violation of these
Terms of Use, Beat-Play will be entitled to recover from you, and you agree to pay, all
reasonable attorneys' fees and costs of such action, in addition to any other relief granted
to Beat-Play. You agree that Beat-Play will not be liable to you or to any third party for
termination of your access to the Site as a result of any violation of these Terms of Use.
Governing Law; Dispute Resolution
You agree that all matters relating to your access to or use of the Site, including all
disputes, will be governed by the laws of the United States and by the laws of the State
Of Pennsylvania without regard to its conflicts of laws provisions.
Authorized Users
In order to use any of Beat-Play, you must be a resident of the United States of America
and at least 13 years of age.
Registration
To use any aspect of Beat-Play, you may be required to register and provide certain
information, including a member or user name, a password and a valid email address (the
"Account Information"). You agree to provide accurate Account Information and to update
your Account Information as necessary to keep it accurate. Beat-Play will use your
Account Information in accordance with its privacy policy [enter link to privacy]. By
providing Beat-Play your email address, you consent to our using the email address to
send you Service-related notices, including among other things notices required by law, in
lieu of postal mail.
Account Confidentiality
You agree that you will not allow others to use any aspect of your Account Information.
You have responsibility for taking steps to maintain the confidentiality and security of
your account. You agree to notify us immediately of any unauthorized use of your
password and/or account. Beat-Play will not be responsible for any losses arising out of
the unauthorized use of your member name, password and/or account and you agree to
indemnify and hold harmless Beat-Play, its partners, parents, subsidiaries, agents, affiliates
and/or licensors, as applicable, for any improper, unauthorized or illegal uses of the same.
Security
To prevent unauthorized access, to maintain data accuracy, and to ensure the appropriate
use of Account Information, Beat-Play uses appropriate physical, technical and
administrative procedures to safeguard the information we collect.
Credit card numbers are used only for processing payments and are not used for other
purposes.
License
Beat-Play grants to you a limited, non-exclusive, non-transferable license to access and
use Beat-Play in the United States for personal non-commercial purposes only.
RESTRICTIONS
You agree that you will not:
- use Beat-Play's Site or any Beat-Play services to reproduce copyrighted materials;
- copy, store, edit, change, prepare any derivative work of or alter in any way any of the tracks streamed through Beat-Play;
- make Beat-Play available over a network (other than Beat-Play's network) where it could be used by others;
- provide your password to any other person;
- translate, reverse engineer, decompile, disassemble, modify or create derivative works based on Beat-Play or any portion of them;
- circumvent any technology used by Beat-Play or its licensors to protect content accessible via Beat-Play;
- rent, lease or sublicense any of Beat-Play;
- or use Beat-Play in any way that violates the terms of this Agreement.
COPYRIGHTS
As between you and Beat-Play, you acknowledge that Beat-Play owns or has a license to
all title and copyrights to Beat-Play. All title and intellectual property rights in and to the
licensed content in Beat-Play is the property of the respective content owner and may be
protected by applicable copyright or other intellectual property laws and treaties and
subject to use restrictions under such laws or treaties.
PRIVACY POLICY
Beat-Play cares about your privacy. It is important that you read and understand the
terms of Beat-Play's Privacy Policy. Beat-Play may cooperate with and disclose
information (including your Account Information) to any authority, government official or
third-party, without giving any notice to you, in connection with any investigation,
proceeding or claim arising from an asserted illegal action or infringement due to your use
of Beat-Play.
DISCLAIMERS
BEAT-PLAY DOES NOT PROMISE THAT THE SITE OR ANY CONTENT, SERVICE OR
FEATURE OF THE SITE WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT ANY
DEFECTS WILL BE CORRECTED, OR THAT YOUR USE OF THE SITE WILL PROVIDE
SPECIFIC RESULTS. BEAT-PLAY CANNOT ENSURE THAT ANY FILES OR OTHER DATA
YOU DOWNLOAD FROM THE SITE WILL BE FREE OF VIRUSES OR CONTAMINATION OR
DESTRUCTIVE FEATURES.
BEAT-PLAY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY
WARRANTIES OF ACCURACY, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS
FOR A PARTICULAR PURPOSE.
BEAT-PLAY DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND
CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE
OF THE SITE AND/OR ANY BEAT-PLAY SERVICES.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT AND
WILL BE BOUND BY ITS TERMS AND CONDITIONS. YOU FURTHER ACKNOWLEDGE THAT
THIS AGREEMENT REPRESENTS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE
AGREEMENT BETWEEN US AND THAT IT SUPERSEDES ANY PROPOSAL OR PRIOR
AGREEMENT ORAL OR WRITTEN, AND ANY OTHER COMMUNICATIONS BETWEEN US
RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT
