Welcome to Music Sense! By using our products, software, services or web sites ("Echoingwalls services"), you agree to the following terms and conditions, and any policies, guidelines or amendments thereto that may be presented to you from time to time, including but not limited to Program Policies and Legal Notices (collectively, the "Terms"). We may update the Terms in the future, and you will be able to find the most current version of this agreement at (https://music.echoingwalls.com/terms_of_service.shtml).
1. USE OF SERVICES
Music Sense and its subsidiaries and affiliated companies offer services to you, provided that you are of legal age to form a binding contract and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. In order to access certain services, you may be required to provide current, accurate identification, contact, and other information as part of the registration process and/or continued use of Music Sense services. You are responsible for maintaining the confidentiality of your account password, and are responsible for all activities that occur under your account. You agree to immediately notify Music Sense of any unauthorized use of your password or account or any other breach of security. Music Sense cannot and will not be liable for any loss or damage arising from your failure to provide us with accurate information or to keep your password secure.
2. APPROPRIATE CONDUCT
You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials ("Content") are the sole responsibility of the person from which such Content originated. Music Sense reserves the right, but shall have no obligation, to pre-screen, flag, filter, refuse, modify or move any Content available via Music Sense services. You understand that by using Music Sense services you may be exposed to Content that is offensive, indecent or objectionable, and that you use Music Sense services at your own risk. For some services, Music Sense provides tools to filter out adult sexual content. In addition, there are commercially available services and software to limit access to material that you may find objectionable.
You agree that you are responsible for your own conduct and any Content that you create, transmit or display while using Music Sense services and for any consequences thereof. You agree to use Music Sense services only for purposes that are legal, proper and in accordance with the Terms and any applicable policies or guidelines. You agree that you will not engage in any activity that interferes with or disrupts Music Sense services or servers or networks connected to Music Sense services. To report any activity or Content that may violate the Terms, please contact [email protected].
In addition to this agreement, your use of some specific Music Sense services is governed by the policies or guidelines specific to those services and which are specifically incorporated into this agreement.
You agree to comply with your company's data usage and privacy policies.
Users outside of the United States agree to comply with their own local rules regarding online conduct and acceptable content, including laws regulating the export of data to and from the United States or your country of residence.
3. MUSIC SENSE PRIVACY POLICY
For information about our data protection practices, please see our Privacy Policy at https://music.echoingwalls.com/privacy_policy.shtml. By using our services, you acknowledge and agree that we may access, preserve, and disclose your account information and any Content associated with that account if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) satisfy any applicable law, regulation, legal process or enforceable governmental request, (b) enforce the Terms, including investigation of potential violations hereof, (c) detect, prevent, or otherwise address fraud, security or technical issues (including, without limitation, the filtering of spam), or (d) protect against imminent harm to the rights, property or safety of Music Sense and its parent company or subsidiaries, its users or the public as required or permitted by law.
You understand that the technical processing and transmission of services, including your Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks, devices or services.
You also understand and agree that your domain administrator may have access to your account and its content, and may suspend or terminate your account access and your ability to modify your account.
4. PROPRIETARY RIGHTS
You acknowledge and agree that Music Sense services and any necessary software used in connection with its� services ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws and treaties. You further acknowledge and agree that Content contained in sponsor advertisements or presented to you through our services is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by us or other proper third party rights holders, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on Content, services or Software, in whole or in part except as specifically authorized in a separate written agreement.
Subject to the Terms, Music sense grants you a personal, non-transferable and non-exclusive right and license to use the object code of its Software; provided that you do not (and do not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software, unless such activity is expressly permitted or required by law or has been expressly authorized by us in writing. You agree not to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to our services. You agree not to access services by any means other than through the interface that is provided by Music Sense for use in accessing services except as specifically authorized in a separate written agreement. Except as expressly authorized by Music Sense you agree not to use, copy, imitate, or incorporate any trademark, service mark, trade dress, company name, or product name in a way that is likely to cause confusion among consumers. You also agree not to remove, obscure, or alter ours or any third party's copyright notice, trademarks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the services or Software.
Your Rights
Music Sense claims no ownership or control over any Content submitted, posted or displayed by you on or through Music Sense services. You or a third party licensor, as appropriate, retain all patent, trademark and copyright to any Content you submit, post or display on or through services and you are responsible for protecting those rights, as appropriate. By submitting, posting or displaying Content on or through Music Sense services which are intended to be available to the members of the public, you grant Music Sense a worldwide, non-exclusive, royalty-free license to reproduce, adapt, modify, publish and distribute such Content on Music Sense services for the purpose of displaying, distributing and promoting services. Music Sense reserves the right to syndicate Content submitted, posted or displayed by you on or through Music Sense services and use that Content in connection with any service offered by Music Sense. Furthermore, Music Sense reserves the right to refuse to accept, post, display or transmit any Content in its sole discretion.
You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any Content submitted.
5. AUTOMATIC UPDATES
Your use of any Software provided by Music Sense will be governed by the Terms and any additional terms and conditions of the end user license agreement accompanying such Software. Music Sense may automatically report version number or other diagnostic information and may automatically download upgrades to the Software to update, enhance and further develop Music Sense services, including providing bug fixes, patches, enhanced functions, missing plug-ins and new versions.
6. POLICIES REGARDING COPYRIGHT AND TRADEMARKS
It is our policy to respond to notices of alleged infringement that comply with the United States� Digital Millennium Copyright Act or other applicable law and to terminating the accounts of repeat infringers. For more information, please go to https://www.copyright.gov/legislation/dmca.pdf.
Any use of Music Sense trade names, trademarks, service marks, logos, domain names, and other distinctive brand features must be in compliance with the Terms and in compliance.
7. GENERAL PRACTICES REGARDING USE AND STORAGE
You agree that Music Sense has no responsibility or liability for the deletion or failure to store any Content and other communications maintained or transmitted by Music Sense services. You acknowledge that Music Sense may have set no fixed upper limit on the number of transmissions you may send or receive through our services or the amount of storage space used; however, we retain the right, at our sole discretion, to create limits at any time with or without notice.
Upon the termination of your use of Music Sense account, including upon receipt of a certificate or other legal document confirming your death, Music Sense will close your account and you will no longer be able to retrieve content contained in that account.
8. PERSONAL NON-COMMERCIAL USE
You agree not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion of Music Sense services, use of Music Sense services, or access to Music Sense services except as otherwise expressly provided in the Terms or as specifically authorized in a separate written agreement.
9. MODIFICATIONS TO SERVICE
Music Sense reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, Music Sense services (or any part thereof) with or without notice. You agree that Music Sense shall not be liable to you or to any third party for any modification, suspension or discontinuance of.
10. TERMINATION
You may discontinue your use of Music Sense services at any time. You agree that Music Sense may at any time and for any reason, including a period of account inactivity, terminate your access to services, terminate the Terms, or suspend or terminate your account. In the event of termination, your account will be disabled and you may not be granted access to Music Sense services, your account or any files or other content contained in your account. Sections 10 (Termination), 13 (Indemnity), 14 (Disclaimer of Warranties), 15 (Limitations of Liability), 16 (Exclusions and Limitations) and 19 (including choice of law, severability and statute of limitations), of the Terms, shall survive expiration or termination.
11. ADVERTISEMENTS
Some Music Sense services are supported by advertising revenue and may display advertisements and promotions on the service. Such advertisements may be targeted to the content of information stored on the Music Sense services, queries made through our services or other information. The manner, mode and extent of advertising by Music Sense on its services are subject to change. As consideration for your use of services, you agree that Music Sense may place such advertising and that Music Sense shall not be responsible or liable for any loss or damage of any sort incurred by you as a result of the presence of such advertisers on Music Sense services or your subsequent dealings with advertisers.
12. LINKS
Music Sense services may provide, or third parties may provide, links to other World Wide Web sites or resources. Music Sense may have no control over such sites and resources and you acknowledge and agree that Music Sense is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that Music Sense shall not be 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.
13. INDEMNITY
You agree to hold harmless and indemnify Music Sense, and its subsidiaries, affiliates, officers, agents, employees, advertisers, licensors, suppliers or partners, (collectively " Music Sense and Partners") from and against any third party claim arising from or in any way related to your use of services, violation of the Terms or any other actions connected with use of Echoingwalls services, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys' fees, of every kind and nature. In such a case, Music Sense will provide you with written notice of such claim, suit or action.
14. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
- YOUR USE OF MUSIC SENSE SERVICES IS AT YOUR SOLE RISK. MUSIC SENSE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, MUSIC SENSE AND PARTNERS EXPRESSLY DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
- MUSIC SENSE AND PARTNERS DO NOT WARRANT THAT (i) MUSIC SENSE SERVICES WILL MEET YOUR REQUIREMENTS, (ii) MUSIC SENSE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF MUSIC SENSE SERVICES WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH MUSIC SENSE SERVICES WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
- ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF MUSIC SENSE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
- NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM MUSIC SENSE OR THROUGH OR FROM ECHOINGWALLS SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
15. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT MUSIC SENSE AND PARTNERS SHALL NOT BE LIABLE TO YOU 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 MUSIC SENSE OR PARTNERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) RESULTING FROM: (i) THE USE OR THE INABILITY TO USE ECHOINGWALLS SERVICES; (ii) 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 ECHOINGWALLS SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON MUSIC SENSE SERVICES; OR (v) ANY OTHER MATTER RELATING TO SERVICES.
16. EXCLUSIONS AND LIMITATIONS
NOTHING IN THIS AGREEMENT IS INTENDED TO EXCLUDE OR LIMIT ANY CONDITION, WARRANTY, RIGHT OR LIABILITY WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE ABOVE LIMITATIONS IN SECTIONS 14 AND 15 WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
17. NO THIRD PARTY BENEFICIARIES
You agree that, except as otherwise expressly provided in the Terms, there shall be no third party beneficiaries to the Terms.
18. NOTICE
You agree that Music Sense may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on Music Sense services.
19. GENERAL INFORMATION
Entire Agreement. The Terms (including any policies, guidelines or amendments that may be presented to your form time to time such as Program Policies and Legal Notices) constitute the entire agreement between you and Music Sense and govern your use of Music Sense services, superceding any prior agreements between you and Music Sense for the use of Echoingwalls services. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other Music Sense services, affiliate services, third-party content or third-party software.
Choice of Law and Forum. The Terms and the relationship between you and Music Sense shall be governed by the laws of the State of North Carolina without regard to its conflict of law provisions. You and Music Sense agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Johnston, North Carolina.
Waiver and Severability of Terms. The failure of Music Sense to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.
Statute of Limitations. 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 Music Sense services or the Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.
