MUSICLi Terms of Use Agreement

What you are about to read may not be the most exciting thing you read all day, but trust us, it’s worth it.  This document is the beginning of an exciting and potentially lucrative aspect of your music career.  Whether you are a musician, band or solo artist you will find this site helpful for protecting and generating income from licensing your music. 

If your job is to find and license music, we have a library of ready to use music for you to choose from.  Our goal is to prepare musicians for licensing their music and provide music supervisors a great library of music that is ready to put into their next project.

What follows is a binding legal agreement, so please read it carefully.  We will try not to bore you. Make sure you understand everything written here because by using the Site you are agreeing to be bound by these Terms of Use  (“Agreement” or “Terms of Use” or “Terms”). If you do not agree to all the terms and conditions of this Agreement, then you may not access the Website or use any of our services. 

Throughout the agreement you will see capitalized terms. The capitalized terms are either defined in the parentheses or quotation marks that follow the words or are defined in the “Definitions” section towards the bottom of this document. Throughout the site, the terms “we”, “us” and “our” as well as the “Service”, “Website”, or  “Site” refer to MusicLi. MusicLi offers this website, including all information, tools and services available from this Site to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here. 

This Terms of Use Agreement is between MusicLi and everyone who visits, uses, or contributes to the MusicLi Site.  This is a legal contract, so if you are not yet 18 years old, you must have a parent or legal guardian’s consent before using MusicLi’s services.  

By using our Site in any way, you are accepting our Terms without modification, and the Terms incorporate a Privacy Policy, an Intellectual Property Policy, and all the rules, policies, and procedures that are in place for using our Service.  You can review the most current version of the Terms of Use at any time on this page. We reserve the right to update, change or replace any part of these Terms of Use by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any changes constitutes acceptance of those changes.  It is up to you to know the rules of the road, so make sure you check back and keep yourself up to date.  The Terms are current as of the effective date listed below;

Effective Date:  September 22, 2015

Rules and conduct

In order to keep this Site safe and make using our Service a positive experience for all, MusicLi reserves the right to exclude anyone at any time for any reason.  We don’t want to kick anyone out, so please don’t make us! You may not use our products for any illegal or unauthorized purpose, nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).

You are responsible for all of your activity in connection with the Service. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, any Content found on our Site, or the use of or access to the Service, without express written permission by us. You must not transmit any worms or viruses or any code of a destructive nature. A breach or violation of any of the Terms will result in an immediate termination of your Services.

In addition to other prohibitions as set forth in the Terms of Use, you are prohibited from using the site or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.

Warranties/ Representations 

By using our Service, you represent that the “Content” you post is your original material and you own or control all the rights to your music or artwork and you have the full authority to act on behalf of all owners of any right, title or interest in and to any Content you upload to the Service.  “Content” includes but isn’t limited to, any user created submissions of any kind, including music, artworks, sound recordings, music videos, audio and/ or video clips, written forum comments, information, data, text, photographs, software, scripts, graphics, artwork, and interactive features generated, provided, or otherwise made accessible to MusicLi or its partners on or through the Service.  If we need to see proof of ownership, you agree to provide us whatever documentation we may request to satisfy our requirements.  

You must also have permission to use the name and likeness of each identifiable individual, author, or any person whose name or likeness is contained or used in, or in conjunction with, the Content that you submit, and to use such individual’s identifying or personal information as contemplated by these Terms of Use, and you are authorized to grant all of the necessary rights to the Content to MusicLi and all users of the Service.  

Intellectual Property Rights

You agree that your comments will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments posted by you or any third-party.

Promotional Copies

After registering as a user of the Site, you will be able to download Songs. MusicLi grants you a non-transferable, non-exclusive license to store, reproduce (including making a copy onto your computer’s hard drive) and use the Song solely for evaluation purposes, to test the Song (including using the Song in conjunction with animation or video) or for demonstration to your clients, but only when used in a non-commercial manner. Your usage of the Songs is governed by these Terms unless and until you request to purchase a license of a Song. 

Registration 

You may browse the Site and view Content without registering, but as a condition to using certain aspects of the Service, you are be required to register with our Site and select a password and screen name (“User ID”). You must provide us with accurate, complete, and updated registration information. Failure to do so will constitute a breach of these Terms of Use, which could result in immediate termination of your account. You will not (i) select or use as a User ID or domain a name of another person with the intent to impersonate that person; (ii) use as a User ID or domain a name subject to any rights of a person other than you without appropriate authorization; or (iii) use as a User ID or domain a name that is otherwise offensive, vulgar or obscene. MusicLi reserves the right to refuse registration of, or cancel a User ID and domain in its sole discretion. You are solely responsible for activity that occurs on your account and shall be responsible for maintaining the confidentiality of your password. You can never use another user’s account without such other user’s express permission. You will immediately notify us in writing of any unauthorized use of your account, or other account related security breach of which you are aware.

Indemnification

You shall defend, indemnify, and hold harmless Company and its affiliates, authorized sublicensees and distributors, and each of their employees, contractors, directors, suppliers and representatives, from any and all liabilities, claims, and expenses, including reasonable attorneys’ fees and court costs, that arise from or relate to your use or misuse of, or access to, the Site, Service, Content or otherwise from your User Submissions, violation of these Terms of Use or the documents they incorporate by reference, or your violation of any law, or infringement by you, or any third party using the your account, of any intellectual property or other right of any person or entity, and for breach of any of your representations and warranties in these Terms of Use. For the avoidance of doubt, you hereby agree to defend, indemnify, and hold harmless MusicLi from any and all claims by a third party owning, controlling or claiming any right in or to your Music, including claims for performance royalties, synchronization royalties, mechanical royalties, and use or re-use fees. MusicLi reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with MusicLi in asserting any available defenses at your sole expense.

Liability

We do not guarantee, represent or warrant that your use of our service will be uninterrupted, timely, secure or error-free.

We do not warrant that the results that may be obtained from the use of the service will be accurate or reliable.

You agree that from time to time we may remove the service for indefinite periods of time or cancel the service at any time, without notice to you.

You expressly agree that your use of, or inability to use, the service is at your sole risk. The service and all products and services delivered to you through the service are (except as expressly stated by us) provided ‘as is’ and ‘as available’ for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.

In no case shall MusicLi, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the service or any products procured using the service, or for any other claim related in any way to your use of the service or any product, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.

Termination

The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes. These Terms of Use are effective unless and until terminated by either you or us. You may terminate these Terms of Use at any time by notifying us that you no longer wish to use our Services, or when you cease using our site. If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Use, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Services (or any part thereof).

Dispute Resolution

If a dispute arises under this Agreement, and if the dispute cannot be resolved through good faith negotiation and it is deemed by the parties to be impossible to arrive at a mutually satisfactory solution within a reasonable time, the parties agree to submit the dispute to binding arbitration conducted on a confidential basis pursuant to the Commercial Arbitration Rules of the American Arbitration Association, or other substantially similar binding arbitration.  Arbitration must be complete before filling any suit with any court of competent jurisdiction. In the event of arbitration or litigation relating to this Agreement, the prevailing party shall be entitled to recover its reasonable attorney’s fees and expenses.

Integration

The failure of us to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision. These Terms of Use and any policies or operating rules posted by us on this site or in respect to The Service constitutes the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Use). Any ambiguities in the interpretation of these Terms of Use shall not be construed against the drafting party.

Miscellaneous

In the event that any provision of these Terms of Use is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Use, such determination shall not affect the validity and enforceability of any other remaining provisions. 

This Agreement is made and entered into within and shall be governed by, construed, interpreted and enforced in accordance with the laws of the United States, and the State of Ohio, without regard to the principles of conflicts of laws. Any action to enforce this Agreement subsequent to binding arbitration shall be brought only in courts of competent jurisdiction in Hamilton County, Ohio, which includes the U.S. District Court for the Southern District of Ohio. 

In entering into this Agreement, the Parties acknowledge that they have relied upon the legal advice of their respective attorneys, who are the attorneys of their own choosing, that such terms are fully understood and voluntarily accepted by them, and that, other than the consideration set forth herein, no promises or representations of any kind have been made to them by the other Party. The Parties represent and acknowledge that in executing this Agreement they did not rely, and have not relied, upon any representation or statement, whether oral or written, made by the other Party or by that other Party’s agents, representatives or attorneys with regard to the subject matter, basis or effect of this Agreement or otherwise. 

[Summary of updates]

We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Use by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the Service following the posting of any changes to these Terms of Use constitutes acceptance of those changes.

Privacy Policy

Effective Date: September 22, 2015

MusicLi understands how important it is to protect your personal information; its use and how it’s shared. By accessing our services, website, and any other linked pages, features, content, or applications, as a visitor, user, or contributor, you accept the practices outlined in this Privacy Policy. 

What Does This Policy Cover?

This Privacy Policy covers MusicLi’s treatment of Personal Information that is gathered when accessing or using MusicLi’s services. 

What Personal Information Does MusicLi Collect?

The Personal Information we consume from our guests or contributors enable us to improve services, allow for personal account profiles, and designated for interaction between users. 

Personal Information You Provide to Us:

MusicLi will store pertinent Personal Information such as your name, user name, password, email address, and any other information you provide in connection with your user account. When making payments, you may need to provide financial account information, such as a routing or credit card number. As a guest, you may opt out of setting up an account, limiting certain feature that may be included w MusicLi’s services.

Information Collected Automatically:

Certain types of information whenever you interact with MusicLi automatically receives and records information on our server logs from your browser, including your IP address, cookie information, and the pages you requested. Information about online usage activities over time and on other websites or mobile applications may also be collected. 

 

How Will MusicLi Share the Personal Information It Receives?

MusicLi will neither rent nor sell your Personal Information to anyone. We share your information as described below. 

Agents:  Some companies and people perform tasks on our behalf and need to share information to provide products or services to you. MusicLi agents do not have any right to share Personal Information beyond this scope. 

User Profiles: Personal Information such as your name, user name, password, email address, and any other information you provide in connection with your user account may be displayed to other users to facilitate user interaction within the Service.

Business Transfers: 

In the unlikely event that MusicLi is acquired by a third party, goes out of business, or claims bankruptcy, customer information would be one of the assets that is transferred or acquired.

Is Personal Information About Me Secure?

MusicLi’s Personal Information is protected by a password for your privacy and security. Selecting and protecting your password appropriately and limiting access to your computer and browser by signing off after you have finished accessing your account.

What Personal Information Can I Access?

MusicLi allows you access to the following information for viewing and updating: 

  • Username and password
  • Email address
  • User Profile information

Changes to this Private Policy 

MusicLi may amend this Private Policy in the future. Users are bound by any changes to the Private Policy when he or she uses the Service after such changes have been first posted.

Intellectual Property

The Digital Millennium Copyright Act of 1998 (“DMCA”)

The DMCA provides recourse to those who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials hosted by us infringe your copyright, you may send us a notice requesting that we remove the material or block access to it. The notice must include the following information:

  • Physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
  • Identification of the copyrighted work claimed to have been infringed (or if multiple copyrighted works located on the Services are covered by a single notification, a representative list of such works);
  • Identification of the material that is claimed to be infringing or the subject of infringing activity and information reasonably sufficient to allow us to locate the material on the Services;
  • The name, address, telephone number, and email address of the complaining party;
  • A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner or the law; and
  • A statement that the information in the notification is accurate and is given under penalty of perjury, and that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send us a counter-notice. Notices and counter-notices must meet current statutory requirements imposed by the DMCA; see http://www.copyright.gov/ for details. Notices and counter-notices under the DMCA, as well as all other communications addressed to us relating to these Terms, should be sent by email to: legal@MusicLi.org, or by mail to: John A. Sheil, Counsel, MusicLi, ATTN: DMCA Notice, 1805 Elm St, Cincinnati, OH 45202.

We strongly recommend that you consult your legal advisor before filing a notice or counter-notice. Also, please be aware that penalties may apply for false claims under the DMCA.

MusicLi and third party trademarks and service marks may or may not be designated as such from time-to-time through the SM, TM or ® symbols. All rights not expressly granted herein are reserved. Except as otherwise required or limited by applicable law, any reproduction, distribution, modification, retransmission, or publication of any copyrighted material is strictly prohibited without the express written consent of the copyright owner or license.

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