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Terms & Conditions

WELCOME TO LYRICDISCOVERY.COM. ("LYRICDISCOVERY", or "we" or "us"). LYRICDISCOVERY PROVIDES ITS WEBSITE AND RELATED SERVICES ("SITE") TO YOU SUBJECT TO THE FOLLOWING USER AGREEMENT ("AGREEMENT"). IF YOU DO NOT AGREE WITH ANY OF THE TERMS OF THIS AGREEMENT, DO NOT ACCESS OR OTHERWISE USE THIS SITE OR ANY INFORMATION CONTAINED ON THIS SITE. YOUR USE OF THIS SITE SHALL BE DEEMED TO BE YOUR AGREEMENT TO ABIDE BY EACH OF THE TERMS SET FORTH BELOW. LYRICDISCOVERY CAN CHANGE THIS AGREEMENT AT ANY TIME BY POSTING AN UPDATED USER AGREEMENT ON THIS SITE AND LYRICDISCOVERY MAY SEND REGISTERED USERS AN EMAIL NOTICE OF THE CHANGES. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOU SHALL CEASE USING THIS SITE. IF YOU DO NOT CEASE USING THIS SITE, YOU WILL BE CONCLUSIVELY DEEMED TO HAVE ACCEPTED THE CHANGE. IF YOU HAVE ANY QUESTIONS ABOUT THE AGREEMENT, YOU MAY CONTACT US AT

1. MEMBERSHIP AND REGISTRATION

(a) Eligibility and Approval
We have the right to refuse to allow you to become a member. You must be at least 18 years of age to become a member. We do not allow children under the age of 13 to become members at all. If you are between the ages of 13 and 18, you may become a member with the consent of your parent or legal guardian. By becoming a member, you represent and warrant: (i) that you are at least 18 years of age or (ii) that, as parent or guardian, you agree to these terms and our privacy policy and authorize your child who is between the age of 13 and 18 to use this site, subject to your responsibility for their conduct.
(b) Obligations
You agree to provide true, accurate, current and complete information about yourself as prompted by the Site's registration process.
(c) Representations And Warranties
You hereby represent and warrant to us that: (i) you have the full power and authority to enter into and perform under these Terms, (ii) your use of the Site will not infringe the copyright, trademark, or any other legal right of any third party, and (iii) you will comply with all applicable laws and regulations in using the Site and in engaging in all other activities arising from, relating to or connected with these Terms.
(d) Security
You will receive a password and an account upon completing the Site's registration process. You are responsible for maintaining the confidentiality of the password and your account and are fully responsible for all activities that occur under your password or account. You agree to: (i) immediately notify us of any unauthorized use of your password or account or any other breach of security and (ii) ensure that you exit from your account at the end of each session. We will not be liable to you or any third party for any loss or damage arising from your failure to comply with these terms.
(e) Breach of Terms
If it appears you have acted inconsistently with these Terms, your account will be suspended or cancelled immediately and all the information contained within it will immediately become inaccessible to you. We also may immediately suspend or terminate your account if we believe that you have provided false information in connection with your registration. We accept no liability for information that is deleted due to termination. If your account is cancelled pursuant to this provision, you will not receive a refund and forfeit all fees paid to us.

2. CONDUCT

You agree not to submit or post any content whatsoever that: (i) infringes the rights of a third party, including, without limitation, copyrights, trademarks, patents, trade secrets, rights of privacy and publicity, (ii) is libellous, defamatory or slanderous, (iii) condones, promotes, contains or links to warez, cracks, hacks or similar utilities or programs, (iv) is pornographic or sexually explicit, (v) does or may denigrate or offend any ethnic, racial, gender, religious or other protected group, through use of language, images, stereotypical depiction or otherwise, (vi) is designed to or does harass, threaten, defame or abuse others, (vii) exploits minors in a sexual or violent manner, (viii) promotes, condones or encourages illegal activity, (ix) is generally offensive or in bad taste, or (x) is invasive of another's rights including but not limited to rights of celebrity, privacy and intellectual property.

You agree not to upload, download, post, email or otherwise transmit any content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party. As a guideline, you may contribute only original work that you have created yourself from original elements. This means you can't use images of celebrities or corporate products, nor images, text, or design that you've copied from a website without written permission from the owner. You cannot create a "new" image using elements from images other people have created. And you cannot contribute lyrics that are substantially the same as something already written by someone else. By uploading any content, you represent and warrant that you have the lawful right to reproduce and distribute such content and that the content complies with all applicable federal, provincial, state, and local laws, regulations and ordinances;

You agree not to upload, download, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, or any other form of solicitation.

You agree not to disrupt or interfere with any other user's enjoyment of the Site or affiliated or linked websites.

You agree that all of the content that you submit, whether publicly posted or privately transmitted, is your sole responsibility. The Site content does not necessarily reflect our views or opinions. We are not liable to you or any third party in any way for any Site content, including, but not limited to, any errors or omissions in any Site content, or for any loss or damage of any kind incurred as a result of the use of any Site content posted, emailed, transmitted or otherwise made available via the Site. You agree to waive any claims against us and our affiliates, contractors, agents and employees for losses, damages and injuries that are based on or relate to communications, content or materials on the Site.

You acknowledge that we do not pre-screen submitted content, but that we and our designees shall have the right (but not the obligation) in our sole discretion to reject or remove any content that is available via the Site. Upon making a submission, you acknowledge that we may review your submission, and the content it contains, for adherence to our guidelines and compliance with the terms and conditions set forth in this Agreement. Without limiting the foregoing, we and our designees shall have the right to remove any content that violates the Agreement or is otherwise objectionable to us.

You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content. You acknowledge that you may not rely on any content, created by or submitted to us. You acknowledge and agree that you are responsible for the creation and compilation of your content, and that neither we nor any other party involved with the use or incorporation of such content assumes that responsibility. Our publication of any content does not indicate that we approve of the content, that the content obeys all applicable laws, or that you are absolved of any liability or harm arising from the use of the content.

You agree that you bear the sole risk associated with communicating, corresponding, negotiating, conferring, collaborating, and doing business with any users of the Site ("Users"), or anyone that may contact you as a result of your use of the Site, your connection to the Site, or as a consequence of publishing your email address on the Site ("Others"). You acknowledge that we do not pre-screen the Users, and have no control of Others. Accordingly, we make no warranties regarding the character, integrity, truthfulness, reputation, honesty, or reliability of the Users or Others - and you agree that we will not be liable for your reliance on the Users or Others, or any representations or guarantees they may make to you. We cannot be held accountable for the Users' or Others' actions or representations - so you agree to take care and take responsibility for your own decisions in respect of your dealings with, agreements with, or reliance on the Users or Others. We are not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your reliance on the character, integrity, truthfulness, reputation, honesty, or reliability of the Users or Others, nor for any damage or loss caused or alleged to be caused by or in connection with your reliance on any representations, guarantees, warranties, agreements, or actions made or performed by the Users or Others.

You agree to respect the rights of others. Without limitation, you agree not to: (i) engage in unsolicited or unauthorized advertising or any other form of solicitation, including, without limitation, "pyramid schemes" or the distribution of promotional materials, "junk mail," "spam," or "chain letters," (ii) impersonate any person or entity or misrepresent your affiliation with a person or entity, (iii) forge headers or otherwise manipulate identifiers in order to disguise the origin of any Site content transmitted through the Site, (iv) make available, introduce into or direct to the Site any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment, (v) interfere with or disrupt the Site or servers or networks connected to the Site, or disobey any requirements, procedures, policies or regulations of networks connected to the Site, (vi) violate any applicable local, provincial, state, national or international law, rules or regulations, including, without limitation, regulations or rules of any national or other securities exchange, (vii) "stalk" or otherwise harass another person, (viii) "deep link" to any portion of the Site, (ix) collect or store personal data about other users, (x) use any robot, spider, other automatic device, or manual process to monitor or copy our web pages or the content contained thereon or for any other unauthorized purpose without our prior express written permission, (xi) take any action that imposes an unreasonable or disproportionately large load on our infrastructure, (xii) engage in any activity that interferes with any third party's ability to use or enjoy the Site, (xiii) assist any third party in engaging in any activity prohibited by these Terms, or (xiv) solicit personal information from, harm or attempt to harm minors, in any way.

You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Site, use of the Site or access to the Site without our express written consent.

You agree not to publish or distribute any Site content – whether lyrics, music or otherwise – to any third party whatsoever. Only registered users are permitted to view Site content.

You will be considered in violation if you (or others using your account) do any of the following: Post, transmit, promote, or distribute content that is illegal. User may not impersonate another user (including celebrities), attempt to obtain passwords, account information, or other private information, dominate this website with their views, or use it for harassment or with malice towards anyone, try to solicit money for charity or charities without our prior written approval, or, after being banned, attempt to register.

You agree that you shall not use excessive amounts of CPU processing on any of our servers. Any violation of this policy may result in corrective action by us, in our sole discretion, including assessment of additional charges, disconnection or discontinuance of any and all services and accounts. In the event that we elect to take any corrective action, you shall not be entitled to a refund or recourse of any kind, or of any fees paid in advance prior to such corrective action being taken by us.

3. PROPRIETARY RIGHTS

You acknowledge and agree that any content, including but not limited to text, data, photos, graphics, etc. or other material contained or distributed on or through the Site, by us, our advertisers or other third parties, is protected by trademarks, service marks, patents, copyrights, or other proprietary rights and laws. You may not use or distribute any content received through the Site without the authorization of the content owner. You agree not to publish, reproduce, copy, in whole or in part, nor upload, download, post, email, sell, or otherwise distribute content available through the Site, in violation of applicable copyright and other intellectual property laws.

You retain all ownership rights to your content submitted to the Site. By submitting content to us, you grant us a nonexclusive, worldwide, transferable, royalty-free license to use, copy, reproduce, modify, promote, publicly display, and distribute your content.

We do not participate or engage in, or take responsibility for, any communications, agreements, negotiations and other transactions between the Users or the Users and Others, whether in respect of intellectual property ownership or otherwise. You acknowledge that any and all such communications, agreements, negotiations and other dealings are entirely at your own risk and for your own benefit. Any and all agreements, negotiations and other dealings between the Users and the Users and Others remain at the sole risk and for the sole benefit of the Users and the Users and Others – and you agree that we are not in any way liable for any loss or damage associated with the breach, contravention or non-performance of any such agreements, negotiations and other transactions. You further agree that we are not in any way liable for any loss or damage associated with any intellectual property disputes or other disputes between yourself and other Users or yourself and Others.

You acknowledge and agree that the Site and any software provided to you or used in connection with the Site, including, for example and without limitation, any API's or other scripts ("Software") contains proprietary and confidential information that is protected by applicable intellectual property and other laws. Except to the extent that a separate click on agreement applies to a particular piece of Software, subject to your compliance with the terms and conditions of this Agreement, we grant you a non-exclusive, non-transferable, non-sublicenseable license to use the Software solely as necessary to use this Site and provided that you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Site or the Software, in whole or in part. The intellectual property rights in or relating to the content of any notes, messages, e-mails, postings, letters, ideas, suggestions, concepts or other written materials which you submit or communicate to us (excluding the content you submit to the Site) will automatically be deemed to be assigned, granted and transferred by you to us upon their submission or communication to us, and you do assign all rights therein to us and agree that the same will automatically become the property of us and that we may use, exploit, copy, publish, implement, transfer and in all other ways deal with such materials and all of the intellectual property rights therein in any way and for any purpose we may elect, forever.

4. INTELLECTUAL PROPERTY RIGHTS POLICY

We respect the intellectual property rights of others. We ask our users to do the same. We may terminate the accounts of users who appear to infringe the copyright or other intellectual property rights of others.

If you believe that your content has been copied in a way that constitutes copyright and/or trademark infringement, please notify us, and provide the following information ("Notice"):

  • an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright/trademark interest;
  • a description of the copyrighted work and/or trademark claimed to have been infringed;
  • a description of where the claimed infringing content is located on our Site;
  • your address, telephone number, and email address
  • a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright/trademark owner, its agent, or the law;
  • a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are authorized to act on behalf of the owner of the copyright/trademark interest involved.

5. WARRANTY

YOU REPRESENT AND WARRANT THAT YOU ARE THE OWNER OF THE CONTENT WHICH YOU SUBMIT AND THAT THE CONTENT DOES NOT INFRINGE UPON THE PROPERTY RIGHTS, INTELLECTUAL PROPERTY RIGHTS (COPYRIGHTS AND TRADEMARKS) OR OTHER RIGHTS OF OTHERS. YOU ALSO REPRESENT THAT THERE ARE NO OUTSTANDING DISPUTES IN CONNECTION WITH THE PROPERTY RIGHTS, INTELLECTUAL PROPERTY RIGHTS OR OTHER RIGHTS IN THE CONTENT OR ANY PARTS OF THE CONTENT. YOU HEREBY REPRESENT AND WARRANT TO US THAT THIS AGREEMENT HAS BEEN DULY AND VALIDLY EXECUTED AND DELIVERED BY YOU AND CONSTITUTES YOUR LEGAL, VALID AND BINDING OBLIGATION, ENFORCEABLE AGAINST YOU IN ACCORDANCE WITH ITS TERMS; AND THAT THE EXECUTION, DELIVERY AND PERFORMANCE BY YOU OF THIS AGREEMENT ARE WITHIN YOUR LEGAL CAPACITY AND POWER; HAVE BEEN DULY AUTHORIZED BY ALL REQUISITE ACTION ON YOUR PART; REQUIRE THE APPROVAL OR CONSENT OF NO OTHER PERSONS; AND NEITHER VIOLATE NOR CONSTITUTE A DEFAULT UNDER THE (I) PROVISION OF ANY LAW, RULE, REGULATION, ORDER, JUDGMENT OR DECREE TO WHICH YOU ARE SUBJECT OR WHICH IS BINDING UPON YOU, OR (II) THE TERMS OF ANY OTHER AGREEMENT, DOCUMENT OR INSTRUMENT APPLICABLE TO YOU OR BINDING UPON YOU.

6. GENERAL PRACTICE

We reserve the right to establish general practices and limits concerning use of the Site. You agree that we have no responsibility or liability for the deletion, for failure to store or to deliver any messages and other communications, for the modification or malformation of data communications over the Site, or for other content maintained or transmitted by the Site. We reserve the right to change these general practices and limits at any time without advance notice.

7. LINKS AND THIRD-PARTY SERVICES

Any third-party links, services, resources or information provided on or made available through the Site are not expressly or otherwise controlled by us. Accordingly, we make no warranties regarding such third-party links, services, resources or information, including without limitation, warranties of fitness for a particular purpose, merchantability or non-infringement and you agree that we will not be liable for your use of or reliance on such third-party services, resources or information. We do our best to ensure any third party links and services that appear on our Site are from reputable firms and companies, but cannot be held accountable for other businesses' practices so all users agree to take responsibility for their own decisions in respect of these links and third-party services. We do not endorse and are not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources or the policies of such sites and resources. We are not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.

>8. COMMUNICATIONS, NEGOTIATIONS AND AGREEMENTS WITH OTHER USERS AND OTHERS

YOU AGREE THAT YOU ENGAGE WITH OTHER USERS OF THE SITE, "), AND THOSE THAT MAY CONTACT YOU AS A RESULT OF YOUR USE OF THE SITE, YOUR CONNECTION TO THE SITE, OR AS A CONSEQUENCE OF PUBLISHING YOUR EMAIL ADDRESS ON THE SITE ("OTHERS") AT YOUR SOLE RISK. You agree that you bear the sole risk associated with, without limitation, communicating, corresponding, negotiating, conferring, meeting, collaborating, doing business with, and any other transactions with the Users or Others. You acknowledge that we do not pre-screen users of this Site, and have no control over Others. Accordingly, we make no warranties regarding the character, integrity, truthfulness, reputation, honesty, or reliability of the Users or Others and you agree that we will not be liable for your reliance on the Users or Others or any representations, assurances, promises or guarantees they may make to you. We cannot be held accountable for the Users' or Others' actions or representations, so you agree to take care and take responsibility for your own decisions and actions in respect of your dealings with, agreements with, or reliance on the Users or Others. We are not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your reliance on the character, integrity, truthfulness, reputation, honesty, reliability of the Users or Others, nor for any damage or loss caused or alleged to be caused by or in connection with your reliance on any representations, guarantees, warranties, agreements, or actions made or performed by the Users or Others.

9. MODIFICATION, SUSPENSION AND TERMINATION

We reserve the right at any time to suspend, modify or discontinue, temporarily or permanently, any portion of the Site or user accounts with or without prior notice. You agree that we will not be liable to you or to any third party for any suspension, modification or discontinuance. We, in our sole and absolute discretion, may terminate our services to you and/or your access to the Site or your account for any reason, including, without limitation, your breach of these Terms, with or without notice to you and without liability to you or any third party. Upon such termination, we: (i) may immediately deactivate or delete your account and all related information and files in such accounts and/or bar any further access to such account or files, without liability to you or any third party for doing so and (ii) will not refund any fees you have paid to us. You agree that we will not be liable to you or any third party for any modifications or discontinuance of our services or the Site. SHOULD YOU OBJECT TO ANY TERMS AND CONDITIONS OF THE AGREEMENT OR BECOME DISSATISFIED WITH THE SITE IN ANY WAY, YOUR ONLY RECOURSE IS TO IMMEDIATELY DISCONTINUE YOUR USE OF THE SITE AND/OR TERMINATE YOUR ACCOUNT.

10. DISCLAIMERS

(a) Warranty
Your use of the site is at your sole risk. The site is provided on an "as is" and "as available" basis. We expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose and noninfringement.

WE MAKE NO WARRANTY THAT THE SITE CONTENT, INCLUDING BUT NOT LIMITED TO THE LYRIC AND MUSIC SUBMISSIONS, DOES NOT INFRINGE THE COPYRIGHT, TRADEMARK, TRADE SECRET, COPYRIGHT OR OTHER INTELLECTUAL OR PROPRIETARY RIGHT OF ANY PARTY.

WE MAKE NO WARRANTY AS TO THE CHARACTER, INTEGRITY, TRUTHFULNESS, REPUTATION, HONESTY, OR RELIABILITY OF THE USERS OF THE SITE, OR THOSE THAT MAY CONTACT YOU AS A RESULT OF YOUR USE OF THE SITE, YOUR CONNECTION TO THE SITE, OR AS A CONSEQUENCE OF PUBLISHING YOUR EMAIL ADDRESS ON THE SITE.

We make no warranty that (i) the site will meet your requirements, (ii) the site will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the site will be accurate or reliable or benefit you, (iv) the quality of any lyrics, products, services, information, or other material purchased or obtained by you through the Site or that our services or the Site will meet your expectations, or that (v) any errors in any lyrics, data, information or software will be corrected.

We have the right and ability to log into any users account for the purpose of troubleshooting, investigating complaints, or any other purpose for the daily operation of the Site. The Site and the servers and other equipment used to host and maintain it are private property. In the event of a violation of the Terms, we reserve the right to fully investigate such violation(s) and take all such actions, as we deem prudent or necessary based upon our evaluation of the violation(s). Without limiting the foregoing, we reserve the right to contact law enforcement, track the IP address from which any violation is made, contact the owner of such IP address in order to identify any violator, prevent any violator from further access to this site, and to take any or all such actions (including legal action) as we deem appropriate to the circumstances. If you disagree or cannot comply with these Terms, do not use the Site. All reports of suspicious actions should be e-mailed to us directly.

YOU EXPRESSLY AGREE THAT USE OF THIS SITE, INCLUDING ALL CONTENT, DATA OR SOFTWARE DISTRIBUTED BY, DOWNLOADED OR ACCESSED FROM OR THROUGH THIS SITE, IS AT YOUR SOLE RISK. YOU UNDERSTAND AND AGREE THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR BUSINESS, YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH CONTENT, DATA AND/OR SOFTWARE.

YOU ACKNOWLEDGE THAT WE DO NOT CONTROL IN ANY RESPECT ANY INFORMATION, CONTENT, SUBMISSIONS, PRODUCTS, OR SERVICES OFFERED OR SUBMITTED BY USERS, OTHERS OR THIRD PARTIES ON OR THROUGH THIS SITE. EXCEPT AS OTHERWISE AGREED IN WRITING, WE AND OUR AFFILIATES ASSUME NO RESPONSIBILITY FOR AND MAKE NO WARRANTY OR REPRESENTATION AS TO THE ACCURACY, CURRENCY, COMPLETENESS, RELIABILITY OR USEFULNESS OF CONTENT, SERVICES OR PRODUCTS DISTRIBUTED OR MADE AVAILABLE BY USERS, OTHERS OR THIRD PARTIES THROUGH THIS SITE.

YOU ACKNOWLEDGE THAT WE MAKE NO WARRANTY OR REPRESENTATION THAT CONFIDENTIALITY OF INFORMATION TRANSMITTED THROUGH THIS SITE WILL BE MAINTAINED.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OR FROM THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE AGREEMENT.

(b) Limitation of Liability

UNDER NO CIRCUMSTANCES INCLUDING, WITHOUT LIMITATION, OUR OWN NEGLIGENCE, SHALL WE OR OUR PARENTS, SUBSIDIARIES, OFFICERS, EMPLOYEES, AFFILIATES, DIRECTORS, AGENTS, SUPPLIERS, OR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, TRANSMITTING, OR DISTRIBUTING OUR OR RELATED SERVICES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (A) THE USE OR INABILITY TO USE THE SITE; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SITE; (C) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (D) STATEMENTS OR CONDUCT OF ANY USERS, OTHERS OR THIRD PARTY ON OR AS A RESULT OF THE SITE OR (E) ANY OTHER MATTER RELATING TO THE SITE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

(c) Force Majeure

We will not be liable to you or any third party for failure or delay in performing our obligations hereunder if such failure or delay is due to circumstances beyond our reasonable control, including, without limitation, acts of any governmental body, war, insurrection, sabotage, terrorism, embargo, fire, flood, any and all acts of god, strike or other labour disturbance, interruption of or delay in transportation, unavailability of interruption or delay in telecommunications or third party services (including DNS propagation), failure of third party software or hardware or inability to obtain raw materials, supplies, or power used in or equipment needed for provision of the Site.

(d) Legal

You agree to defend, indemnify and hold us and our officers, directors, employees, agents and licensors harmless from all judgments, awards, losses, liabilities, costs and expenses, including but not limited to reasonable attorney's fees, expert witness fees, and costs of litigation arising out of or based on (a) content you submit, post to or transmit through the Site, (b) your use of the Site, (c) your connection to the Site, (d) your violation of the Agreement or (e) your violation of any rights of a third party.

The Site is based in and operated from Canada. Information which you send to us by email or which we gather from you when you visit our website is held and processed in Canada. These Terms shall be binding upon and inure to our benefit, and our successors, and assigns. You may not assign these Terms without our prior written consent. These Terms contain the entire understanding of the parties regarding their subject matter, and supersede all prior and contemporaneous agreements and understandings between the parties regarding their subject matter. The Terms and the relationship between you and us shall be governed by the laws of the province of Alberta and the applicable laws of Canada without regard to any conflict of law provisions. No failure or delay by a party in exercising any right, power or privilege under these Terms shall operate as a waiver thereof. The invalidity or unenforceability of any of these Terms shall not affect the validity or enforceability of any other of these Terms, all of which shall remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Site or the Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the Terms are for convenience only and have no legal or contractual effect.

You agree that any dispute arising out of or relating to these Terms or your use of the Site will be submitted to confidential binding arbitration in Calgary, Alberta, Canada. Arbitration under these Terms will be conducted under the prevailing rules of the Canadian Arbitration Association. The arbitrator's award will be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under these Terms will be joined to an arbitration involving any other party subject to these Terms, whether through class arbitration proceedings or otherwise. Notwithstanding the foregoing, to the extent you have in any manner violated or threatened to violate our intellectual property rights or the rights of our users, these persons or entities may seek injunctive or other appropriate relief in the courts of the province of Alberta, and you hereby consent to such venue and to the exclusive jurisdiction of such courts. We reserve the right to seek financial rewards for any false prosecution or persecution including but not limited to: court fees, legal fees, damages, liability, and other expenses expressly stated or implied, required to preserve any perceived, or real, damages to our reputation without recourse by the user.

12. SEVERANCE

If any provision of these Terms or any document incorporated by reference is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavour to give effect to the parties' intentions as reflected in the provision, and the other provisions of such documents remain in full force and effect.

13. NON-EXCLUSIVE LICENSE AGREEMENT

The following terms apply if you upload Content to the Site. "Content" means any and all lyrics, text, music, artwork, photographs, sketches, drawings, and digital images that you send to us for placement on the Site.

(a) Licenses

By uploading Content to the Site, you grant the following licenses to us: the royalty-free, nonexclusive, worldwide, transferable, sublicensable right to use, reproduce, publicly display, promote, and distribute the Content on the Site and in advertising, marketing, samples, and promotional materials for the purpose of promoting the Site and our services; and the right to make aesthetic modifications to your Content as necessary to prepare your Content for use on the site. You may remove your Content from the Site at any time, and you retain all copyright and other intellectual property rights in your Content. Upon the removal of Content, the licenses above will terminate, except that we may continue to use your Content in marketing and promotional materials if such materials were printed prior to removal of the Content.

(b) Tags & Descriptions

At the time you publish Content, you may be asked to provide information (title, description, tags, categories) about your Content so that visitors to the Site can search and find relevant content on the Site. You will make best efforts to provide accurate, non-misleading information about your Content and you will not submit unrelated information in connection with your Content for any purpose. If we determine that information is misleading or inaccurate or that it violates the rights of a third party, we may delete such information or your Content, in our sole discretion.

(c) Representations

You represent that:

  • You are the owner of the Content or that the Content is in the public domain; and
  • You have the legal right to grant this license to us and to enter into this Agreement; and
  • To your knowledge, no one else claims ownership of, or exclusive rights to, the Content; and
  • The Content does not infringe the privacy, celebrity, moral or other rights of any third party; and
  • The Content is not defamatory or obscene; and
  • The Content does not contain any defamatory, obscene or discriminatory content or any illegal material; and
  • We may legally publish, reproduce and distribute the Content without infringing the rights of any third party and without being obligated to make any payments to, or obtain any permission from, any third party.