This Agreement (the ”Terms of Service”) is between you and Pataflafla, LLC d/b/a JazzPlanet (”we,” ”us,” or ”JazzPlanet”), a California limited liability company, with a principal place of business at 2801 Ocean Park Blvd. #308, Santa Monica, CA 90405. By accessing and using the JazzPlanet Website, you hereby agree to these Terms of Service.
1. EXPLANATION AND CHARGING POLICY:
We currently license music for use in other projects, including without limitation, television and film projects, games, advertisements and ringtones (the ”Website”). You can access our site only with a password. You may obtain a password from us by setting up an account and providing us with your credit card account information. We charge a fee of each time you decide to use the music in your project. License fees are calculated based upon many factors including the nature of the use as described by you. After you agree to the licensee fee, we charge that sum to your credit card.
2. USE OF PASSWORDS:
Only you are permitted to use your password. You are responsible for all uses of your password. Only one computer may be connected to our system at any one time with one password. Additionally, to the extent we are technologically able, we do not permit our site to be accessed by more than three (3) different computers using the same password within any twenty-four (24) hour period. You do grant to us and authorize us to include with any streaming or downloading to you cookies, files, or other code that would cause your computer to notify us any time you make a copy of a stream or download and to prevent you from making more than the authorized number of copies. You also permit us to insert cookies, files, or other code that would prevent emailing of any of the audio recordings you download from us or other electronic transfer of those recordings such as over variations of pure and hybrid peer-to-peer networks. In addition, we incorporate digital rights management protections into the website and/or the music files. You agree that you will take no action to circumvent any digital rights management protections we encode into the streams or downloads.
3. YOUR RIGHTS:
JazzPlanet grants you a non-exclusive, non-transferable, limited right to access, use and display this Website, the materials provided hereon and stream and download the audio recordings available on the site provided that you comply fully with these Terms of Service. You agree not to interrupt, or attempt to interrupt, the operation of the Website in any way.
We also do not vouch for the quality or the suitability of the audio recordings available here. You must use your own common sense to judge, evaluate and decide about the usefulness and appropriateness of what is available on this Website. Any ratings or reviews of the music are the opinions of the writer or poster only and not necessarily of JazzPlanet.
4. ACCESS AND USE:
If you wish to register with JazzPlanet, you agree to provide us with accurate, complete and up-to-date information as requested (”Registration Data”) including your legal name, address, telephone number(s), and applicable payment data (e.g., credit card number and expiration date). You may check, following registration help instructions, to determine whether your Registration Data is current and accurate, and, if not, to correct or update your Registration Data. You agree to provide JazzPlanet with accurate information regarding your project and the intended use of the music file. Failure to comply with this provision (including, without limitation, falsification of any Registration Data) may, at our option, result in immediate suspension or termination of your right to access and use the Website without refund of any sums you may have paid as a registrant.
You agree to notify us promptly, following registration help instructions, in the event of any known or suspected unauthorized use of your registration, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your password or credit card information. In the event of a breach of security of which you are aware or should be aware, you will remain liable for any unauthorized use of your registration until you update your Registration Data. If your credit card expires, is canceled, is lost or is subject to use without your authorization, or if your registration is subject to use without your authorization, follow the registration ”Help” instructions to update your Registration Data.
5. COPYRIGHT AND TRADEMARKS:
All materials on the Website, including, without limitation, text, images, software, audio and video clips, databases, e-mails, and posted comments and reviews (collectively, the ”Content”) are owned or controlled by JazzPlanet and/or its licensors, which retain all right, title, and interest in and to the Content. Your posting of material on the Website or providing material to JazzPlanet (other than subject to a ”Distribution Agreement” with us) to use on the Website will be deemed a non-exclusive, perpetual, unrestricted license by you to us of the material, including the right to reproduce, publish, distribute, perform, display, and transmit the material and to prepare derivative works, and you waive all rights of attribution and integrity with respect to the material. The Website and Content are protected by the copyright and trademark laws of the United States and other countries, international conventions, and other applicable laws.
Post only material that is yours; that is, post only material to which you own the copyright or have the express written consent of the copyright holder. Direct quotes from published materials may not be posted without the written permission of the copyright holder. Material posted without permission of the copyright holder will be removed if we learn of such posting without permission. You may not download, display, reproduce, create derivative works from, transmit, sell, distribute, or in any way exploit the Website or any portion thereof for any public or commercial use without our express written permission.
You agree not to use any trademarks, service marks, names, logos, or other identifiers of JazzPlanet or its employees, licensors, independent contractors, providers and affiliates (collectively, ”Affiliates”) without our prior written permission or the permission of the relevant Affiliate. In addition, you may not use our trademarks:
(a) in, as, or as part of, your own trademarks or those of any third parties;
(b) to identify products or services that are not those of JazzPlanet;
(c) in a manner likely to cause confusion; or
(d) in a manner that implies inaccurately that JazzPlanet sponsors or endorses or is otherwise connected with your own activities, products and services or those of third parties.
JazzPlanet, and other related marks used on this Website, are service marks of Pataflafla, LLC.
JazzPlanet may make available to users of the Website, e-mail notices, newsletters, chat rooms, message boards, bulletin board services or other interactive communication facilities by means of the Website (such facilities collectively referred to herein as the ”Forums”). JazzPlanet cannot review all communications made on or through the Website. However, JazzPlanet reserves the right, but has no obligation, to monitor the Forums and edit, modify, or delete any materials which JazzPlanet in its sole discretion determines to violate this Agreement or to be in any other way offensive or contrary to any JazzPlanet policy. [PETER: WE CAN DELETE THIS IF YOU DO NOT PLAN TO HAVE ANY OF THESE FEATURES]
7. COMMUNICATING WITH THE WEBSITE:
We expect you to use only language appropriate for general conversation, with no insulting, racist, obscene or sexually explicit remarks.
You are solely responsible for the content of any transmissions you make to the site or any materials you add to the site (or that are made or added using your password) (the ”Communications”). You shall not upload to, or distribute to, or otherwise publish (or permit uploading, distribution or other publishing using your password) to the Website any Communication which
(i) is for commercial purposes or otherwise advertises or solicits for the sale of goods or services other than for JazzPlanet goods and/or JazzPlanet services;
(ii) constitutes unauthorized or unsolicited advertising, chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling;
(iii) is obscene, indecent, pornographic, profane, sexually explicit, or abusive;
(iv) constitutes or contains false or misleading indications of origin or statements of fact;
(v) slanders, libels or defames any person or entity;
(vi) causes injury of any kind to any person or entity;
(vii) infringes or violates the intellectual property rights, contract rights, or any other rights of any third party;
(viii) violates any applicable laws, rules, or regulations; or
(ix) contains software viruses or any other malicious code designed to interrupt, damage, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party.
Furthermore, you acknowledge that conduct prohibited in connection with the Website include, but is not limited to, impersonation of other people and breaching or attempting to breach the security of the site. JazzPlanet and its Affiliates do not endorse or accept any Communications as its own or representative of its views. We reserve the right, though we do not have the obligation, to remove without notice any posting that we consider to be in violation of these Terms of Service or diminish the value of this online community. This includes postings which defame, insult or harass anyone or that are in any way abusive.
8. PUBLIC COMMUNICATIONS:
You acknowledge and agree that any Communications made to or by means of any portion of the Website are public. You acknowledge that
(i) you have no expectation of privacy in any Communication and
(ii) no confidential, fiduciary, contractually implied or other relationship is created between you and JazzPlanet by reason of your transmitting a communication to any area of the Website.
By transmitting any Communication to the Website, you grant to JazzPlanet a perpetual, worldwide, irrevocable, unrestricted, non-exclusive, royalty-free license to use, copy, license, distribute, display, reproduce, transmit, modify, edit, and otherwise exploit such communication, in all media now known or later developed. The foregoing grant shall include the right to exploit any proprietary rights in such communications, including, without limitation, any intellectual property laws under any relevant jurisdiction, and shall constitute a waiver of any proprietary rights, ”moral rights,” or any similar rights under any jurisdiction.
9. UNSOLICITED E-MAIL:
You agree not to use the Website to send the same or substantially similar unsolicited electronic mail messages, whether commercial or not, to a large number of recipients. This prohibition includes sending unsolicited mass mailings from another Internet service that in any way involves the use of the Website or any equipment owned or operated by JazzPlanet in connection with the Website. A message is unsolicited if it is posted in violation of a USENET or newsgroup charter and/or if it is sent to a recipient who has not requested or invited the message. For purposes of this provision, merely making one’s e-mail address accessible to the public shall not constitute a request or invitation to receive messages.
10. ”OPT-IN” FOR SPECIAL NOTICES:
JazzPlanet may periodically make special offers or communications to Registrants to the Website. If you would like to receive such offers or communications, you may ”Opt-In” at any time by checking the ”Opt-In” box that appears on the e-mail notices page of the Website, and providing the e-mail address you wish to use to receive such notices. If you change your mind at any time, you can reverse your option, or change your e-mail address, using the same page. Selecting the ”Opt-In” option constitutes acceptance of JazzPlanet’s use of your e-mail address to send you notices pertaining to JazzPlanet, its products and services, the Website, and related topics.
11. YOUR PASSWORD AND RESPONSIBILITY:
IF YOU BECOME A SUBSCRIBER, AS PART OF THE REGISTRATION PROCESS, YOU WILL SELECT A PASSWORD. YOU ARE SOLELY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF ANY PASSWORD YOU USE TO ACCESS THE WEBSITE AND AGREE THAT WE WILL HAVE NO OBLIGATIONS WITH REGARD THERETO.
You agree not to assign, transfer or sublicense your rights as a user to the Website.
12. INFORMATION PROVIDED:
YOU ACKNOWLEDGE THAT ANY RELIANCE UPON ANY ADVICE, OPINION, STATEMENT, OR OTHER INFORMATION DISPLAYED OR DISTRIBUTED THROUGH THE WEBSITE IS AT YOUR SOLE RISK. JAZZPLANET RESERVES THE RIGHT, IN ITS SOLE DISCRETION AND WITHOUT NOTICE, TO CORRECT ANY ERRORS OR OMISSIONS IN ANY PORTION OF THE WEBSITE, OR TO DENY ACCESS TO THE WEBSITE TO ANYONE AT ANY TIME. YOU ACKNOWLEDGE AND AGREE THAT JAZZPLANET IS NOT RESPONSIBLE FOR ANY MATERIALS POSTED BY USERS OF THE WEBSITE. PRIOR TO MAKING ANY DECISIONS BASED ON INFORMATION POSTED ON THE WEBSITE, YOU ARE ADVISED TO VERIFY THE INFORMATION. NEITHER JAZZPLANET NOR ITS AFFILIATES SHALL HAVE ANY LIABILITY ARISING FROM YOUR ACTS OR DECISIONS BASED UPON THE INFORMATION PROVIDED ON THE WEBSITE.
13. LINKS TO OTHER WEBSITES:
The Website may contain links and pointers to other sites on the Internet that may be maintained by third parties. Such links do not constitute an endorsement by JazzPlanet of any third-party site or any materials contained therein. JazzPlanet does not control, and is not responsible for, the availability, accuracy, or currentcy of such third-party sites or any information, content, products or services accessible from such third-party sites.
14. GEOGRAPHIC RESTRICTIONS:
You represent and warrant to JazzPlanet that you are a legal resident of the United States and that you will be accessing this Website only from within the United States.
15. AGE RESTRICTIONS:
You represent and warrant to JazzPlanet that you are at least eighteen (18) years old and that you possess the legal right and ability to enter into this Agreement and to use the Website in accordance with this Agreement.
You hereby agree to indemnify, defend and hold harmless JazzPlanet from and against any and all liability and costs incurred by JazzPlanet in connection with any claim arising out of any breach or alleged breach of any of your obligations set forth herein. You shall cooperate as fully as reasonably required in the defense of any claim. JazzPlanet reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any matter without the written consent of JazzPlanet.
17. DISCLAIMER OF WARRANTY:
EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE WEBSITE (INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, SERVICES, MATERIALS AND INFORMATION MADE AVAILABLE THEREON OR ACCESSED BY MEANS THEREOF) ARE PROVIDED AS IS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, COMPATIBILITY, SECURITY, ACCURACY, OR NON-INFRINGEMENT. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, JAZZPLANET MAKE NO WARRANTIES AND SHALL NOT BE LIABLE FOR THE USE OF THE SITE UNDER ANY CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO NEGLIGENCE BY JAZZPLANET . JAZZPLANET DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SITE OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, THAT THE SITE OR SERVICES WILL MEET ANY PARTICULAR CRITERIA OF PERFORMANCE OR QUALITY, OR THAT THE SITE, INCLUDING FORUMS OR THE SERVER(S) ON WHICH THE SITE IS OPERATED, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NEVERTHELESS, JAZZPLANET WILL MAKE COMMERCIALLY REASONABLE EFFORTS TO MAINTAIN THE SITE FREE OF VIRUSES, WORMS, TROJAN HORSES, AND ACTIVE X MALICIOUS CODE.
18. LIMITATION OF LIABILITY:
USE OF THE SITE IS AT YOUR OWN RISK. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR DOWNLOADING AND/OR USE OF FILES, INFORMATION, COMMUNICATIONS, CONTENT, OR OTHER MATERIAL (INCLUDING, WITHOUT LIMITATION, SOFTWARE) ACCESSED THROUGH OR OBTAINED BY MEANS OF THE SITE. UNDER NO CIRCUMSTANCES SHALL JAZZPLANET, OR ANY PROVIDER OF TELECOMMUNICATIONS OR NETWORK SERVICES FOR JAZZPLANET, BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO THE USE OF, OR THE INABILITY TO USE, THE SITE OR FEE-BASED SERVICES, EVEN IF JAZZPLANET HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE TOTAL LIABILITY OF JAZZPLANET IS LIMITED TO THE AMOUNT, IF ANY, ACTUALLY PAID BY YOU FOR ACCESS AND USE OF THE SITE. YOU HEREBY RELEASE JAZZPLANET AND THE AFFILIATES FROM ANY AND ALL OBLIGATIONS, LIABILITIES AND CLAIMS IN EXCESS OF THIS LIMITATION.
In addition to any other rights of the parties set forth herein, either you or JazzPlanet may cancel or terminate your access to the Website. JazzPlanet also reserves the right to restrict, suspend or terminate your access to the Website in whole or in part, without notice, with respect to any breach or threatened breach of any portion of these Terms of Service. If JazzPlanet terminates these Terms of Service based on a breach of any portion of these Terms of Service, JazzPlanet reserves the right to refuse to provide use and/or access to any Services to you in the future. You acknowledge that JazzPlanet shall not be liable to you or any third party for any termination of your access to this Website.
(a) To the Agreement: JazzPlanet has the right to modify these Terms of Service and any policies affecting the Website. Any modification is effective as of the beginning of the month following the posting to the Website or distribution via electronic mail or conventional mail. Your continued use of the Website following notice of any modification to these Terms of Service shall be conclusively deemed an acceptance of all such modification(s). Your only right with respect to any dissatisfaction with any modifications made pursuant to this provision, or any policies or practices of JazzPlanet in providing the Website, including without limitation
(i) any change in the Content, or
(ii) any change in the amount or type of fees associated with the use or access of the Website,
is to cancel your registration in accordance with the registration help instructions.
(b) To the Website: JazzPlanet has the right to modify, suspend or discontinue the Website or any portion thereof at any time, including the availability of any area of the Website. JazzPlanet may also impose limits on certain features and services or restrict your access to parts or all of the JazzPlanet Website without notice or liability. We do not purposely change your messages, but we may edit or move messages and/or edit its title in the interest of clarity and coherence of the ongoing conversation and may mistakenly change the concept in that way.
If you see a message that you believe violates these Terms of Service, please notify us at firstname.lastname@example.org.
If you believe that your work has been copied and is accessible on this Website in a way that constitutes copyright infringement, you may notify JazzPlanet. Click here for instructions.
These Terms of Service constitute the entire agreement between you and JazzPlanet with respect to the Website and supersede all prior agreements between you and JazzPlanet with respect to the Website. Failure by JazzPlanet to enforce any provision of these Terms of Service shall not be construed as a waiver of any provision or right. Please do not suggest or encourage illegal activity. (JazzPlanet, Inc. will cooperate with law enforcement officials as appropriate.) Interpretation and enforcement of these Terms of Service shall be governed by the laws of the state of Georgia (excluding its choice of law rules). You consent irrevocably to personal jurisdiction in the federal and state courts of Georgia for any action arising out of or relating to your use of the Website. The federal and state courts of Georgia shall have exclusive jurisdiction over all such actions. In any such action, the prevailing party shall be entitled to recover all legal expenses incurred in connection with the action, including but not limited to its costs, both taxable and non-taxable, and reasonable attorney’s fees. In the event that any portion of these Terms of Service is held unenforceable, the unenforceable portion shall be construed in accordance with applicable law as nearly as possible to reflect the original intentions of the parties, and the remainder of the provisions shall remain in full force and effect.
[ ] AGREE [ ] DO NOT AGREE