Terms and Conditions
Last Revision -October 15, 2014
Note! You are concluding a Legally Binding Agreement.
THIS IS A CONTRACT between NoteGarden, INC, and other audition and applicant managed software systems, combined with any related websites, all which allow Users to record, share, and transmit textual information, pictures, audio recordings, and video recordings. The services offered by NoteGarden include any MusicCompetitions.com branded URL (the "NoteGarden Website"), and other features (for example, music and video embedded players), and any other features, content, or applications offered from time to time by NoteGarden in connection with NoteGarden's business (collectively, the "NoteGarden Services"). The NoteGarden Services are hosted in the United States.
NoteGarden does not knowingly collect, solicit or maintain personally identifiable information or non-personally identifiable information on its site from persons under 13 years of age, and no part of our site is directed to persons under thirteen (13) years of age. Furthermore, NoteGarden does not authorize or permit anyone under age thirteen (13) to use the site or provide any personal information to or on our site. If you are under thirteen (13) years of age, then please do not send any information about yourself to us, or register for, use, or access the site at any time or in any manner. If you believe that we might have any information from or about a child under thirteen (13), please contact us at firstname.lastname@example.org
NoteGarden may modify this Agreement from time to time and such modification shall be effective upon posting by NoteGarden on the NoteGarden Website. Your continued use of the NoteGarden Services or the MusicCompetitions Website after NoteGarden posts a revised Agreement signifies your acceptance of the revised Agreement. It is therefore important that you review this Agreement regularly to ensure you are updated as to any changes.
Please choose carefully the information you provide on or through the NoteGarden Services. You may not use the NoteGarden Services to transmit any Prohibited Content, as outlined in Sections 8.1 and 8.2 below. Despite this prohibition, information, materials, products or services provided by other NoteGarden Members (for instance, a university or contest/award administrator) may, in whole or in part, be unauthorized, impermissible or otherwise violate this Agreement, and NoteGarden assumes no responsibility or liability for this material. If you become aware of misuse of the NoteGarden Services by any person or organization, please contact info@NoteGarden.com.
NoteGarden reserves the right, in its sole discretion, to reject, refuse to post or remove any posting (including applications to contents and universities, private messages or private content not accessible to other users) by you, or to deny, restrict, suspend, or terminate your access to all or any part of the NoteGarden Services at any time, for any or no reason, with or without prior notice or explanation, and without liability. NoteGarden expressly reserves the right to remove your profile and uploaded content, and/or deny, restrict, suspend, or terminate your access to all or any part of the NoteGarden Services if NoteGarden determines, in its sole discretion,that you have violated this Agreement or pose a threat to NoteGarden and/or its Users.
- Eligibility. Use of the NoteGarden Services and registration to be a Member for the NoteGarden Services ("Membership") is void where prohibited. By using the NoteGarden Services, you represent and warrant that (a) all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are (i) between the ages of 13 and 18 years of age and have received consent from a parent or guardian to use the NoteGarden Services or (ii) you are 18 years of age or older; and (d) your use of the NoteGarden Services does not violate any applicable law or regulation. Your profile may be deleted and your Membership may be terminated without warning, if we believe that you are under 13 years of age, if we believe that you are under 18 years of age and you represent yourself as 18 or older, if you are under 18 years of age and have not obtained consent from a parent or guardian to use the NoteGarden Services, if we believe you are over 18 and represent yourself as under 18, or for any other misrepresentation about yourself regardless of the nature of the misrepresentation.
- Term. This Agreement, and any posted revision to this Agreement, shall remain in full force and effect while you use the NoteGarden Services or are a Member. You may terminate your Membership at any time, for any reason, by contacting NoteGarden in writing at email@example.com . You must specifically request in a signed statement that NoteGarden delete all your uploaded data. Note, this may result in the removal of all your applications and audition submittals, and this may result in the automatic withdrawal of your applications to any contents, educational programs, or any other program to which you submit your data. NoteGarden cannot restore this data once removed, and NoteGarden shall not be liable for any reason, under any theory of law or equity, for any loss stemming from your request to delete your uploaded data. NoteGarden may terminate your Membership at any time, for any or no reason, with or without prior notice or explanation, and without liability. Even after Membership is terminated, this Agreement will remain in effect, including Sections 3 and 6-17.
- Proprietary Rights in Content on NoteGarden
- Notegarden does not claim any ownership rights in the text, files, images, photos, video, sounds, musical works, works of authorship, applications, demographic information, any information personal to you, your likeness, or any other materials (collectively, "Content") that you post on or through the NoteGarden After posting your Content to the NoteGarden Services, you continue to retain any such rights that you may have in your Content, subject to the license herein. By displaying or publishing ("posting") any Content on or through the NoteGarden Services, you hereby grant to NoteGarden a perpetual and irrevocable license, without limitation, to use, modify, delete from, add to, publicly perform, publicly display, reproduce, and distribute such Content on or through the NoteGarden Services or any other medium capable of reproducing the Content, including without limitation distributing part or all of the NoteGarden Website in any media formats and through any media channels, throughout the universe.
- The license you grant to NoteGarden is non-exclusive, fully-paid and royalty-free, and sublicensable. Furthermore the sublicensable rights, to the extent permitted by applicable law, allows any NoteGarden-approved third-party to search, retrieve, and utilize the Content in any manner authorized by NoteGarden.
- In addition to the license you grant to NoteGarden, you hereby authorize NoteGarden to access the Content, including any personal information you provide to NoteGarden and any posting, regardless of whether you make such Content or postings publicly available, and to process such Content or postings in order to aid NoteGarden in the create of any type of measurement that might use used to gauge some quantifiable component of the population utilizing the NoteGarden Services (the "Metrics"). The Metrics may also include any information uploaded or otherwise recorded by an individual or group reviewing, scoring, commenting, or otherwise accessing your Content and postings (a "Reviewer"). All Metrics created and stored by NoteGarden will be anonymous in nature and shall not directly identify You or a Reviewer.
- You represent and warrant that: (i) you own the Content posted by you on or through the NoteGarden Services or otherwise have the right to grant the license set forth in this Section 3, and (ii) the posting of your Content on or through the NoteGarden Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. You agree to pay for all royalties, fees, and any other monies owing any person or entity by reason of any Content posted by you on or through the NoteGarden Services. You shall obtain all necessary rights required through performing artist and recording artist associations, and the like, including but not limited to ASCAP and BMI. NoteGarden shall not have any obligation to pay fees to and/or obtain memberships to such associations for your benefit or on your behalf.
- The NoteGarden Services contain Content of NoteGarden ("NoteGarden Content"). NoteGarden Content is protected by copyright, trademark, patent, trade secret and other laws, and NoteGarden owns and retains all rights in the NoteGarden Content and the NoteGarden Services. NoteGarden hereby grants you a limited, revocable, nonsublicensable license to reproduce and display the NoteGarden Content (excluding any software code) solely for your personal use in connection with viewing the NoteGarden Website and using the NoteGarden Services.
- Your use of the NoteGarden Services will result in the automatic creation of an online account personal to You (a "Portfolio") which stores the Content and other information You upload. You may utilize this Portfolio to submit Content to anyone accepting submissions through the NoteGarden platform from Portfolio accounts under all the same terms and conditions herein applicable to Content and other information You upload to or receive through the NoteGarden services. This includes all Reviewer information applicable to Your Portfolio or any submissions You create through Your Portfolio.
- The NoteGarden Services contain Content of Users and other NoteGarden licensors. Except as provided within this Agreement, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any Content appearing on or through the NoteGarden Services without the express written permission of NoteGarden.
- NoteGarden performs technical functions necessary to offer the NoteGarden Services, including but not limited to transcoding and/or reformatting Content to allow its use throughout the NoteGarden Services. NoteGarden does not warrant the accuracy or quality of any such transcoding or reformatting and NoteGarden disclaims all liability under any theory of equity or law out of any transcoding or reformatting.
- Fees. You acknowledge that NoteGarden reserves the right to charge for any portion of the NoteGarden Services and to change its fees (if any) from time to time in its discretion. If NoteGarden terminates your Membership because you have breached the Agreement, you shall not be entitled to the refund of any unused portion of fees or payments (if any).
- Password. When you sign up to become a Member, we will ask you to choose a password. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the account, username, or password of another Member at any time or to disclose your password to any third party. You agree to notify NoteGarden immediately if you suspect any unauthorized use of your account or access to your password. You are solely responsible for any and all use of your account.
- Use by Members. The NoteGarden Services are for the personal use of Members and may be used for promotional purposes as well, but direct commercial endeavors may only be used if they are specifically endorsed or authorized by NoteGarden. NoteGarden reserves the right to remove commercial content in its sole discretion. Illegal and/or unauthorized use of the NoteGarden Services, including collecting usernames, user id numbers, and/or email addresses of Members by electronic or other means for the purpose of sending unsolicited email or unauthorized framing of or linking to the NoteGarden Website, or employing third party promotional sites or software to promote profiles for money, is prohibited. Commercial advertisements, affiliate links, and other forms of unauthorized solicitation may be removed from Member profiles without notice or explanation and may result in termination of Membership privileges. NoteGarden reserves the right to take appropriate legal action for any illegal or unauthorized use of the NoteGarden Services.
- Content Posted.
- NoteGarden may reject, refuse to post or delete any Content for any or no reason, including Content that in the sole judgment of NoteGarden violates this Agreement or which may be offensive, illegal or violate the rights of any person or entity, or harm or threaten the safety of any person or entity. NoteGarden assumes no responsibility for monitoring the NoteGarden Services for inappropriate Content or conduct. If at any time NoteGarden chooses, in its sole discretion, to monitor the NoteGarden Services, NoteGarden nonetheless assumes no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of the User submitting any such Content.
- You are solely responsible for the Content that you post on or through any of the NoteGarden Services, and any material or information that you transmit to other Members and for your interactions with other Users.
- Content/Activity Prohibited. The following are examples of the kind of Content that is illegal or prohibited to post on or through the NoteGarden Services. NoteGarden reserves the right to investigate and take appropriate legal action against anyone who, in NoteGarden's sole discretion, violates this provision, including without limitation, removing the offending Content from the NoteGarden Services and terminating the Membership of such violators. Prohibited Content includes, but is not limited to, Content that, in the sole discretion of NoteGarden:
- is patently offensive and promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
- harasses or advocates harassment of another person;
- exploits people in a sexual or violent manner;
- contains nudity, excessive violence, or offensive subject matter or contains a link to an adult website;
- solicits personal information from anyone under 18;
- publicly posts information that poses or creates a privacy or security risk to any person;
- constitutes or promotes information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
- constitutes or promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacturer-installed copy-protect devices, or providing pirated music or videos or links to pirated music or video files;
- involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing, instant messaging, "spimming," or "spamming";
- contains restricted or password only access pages or hidden pages or images (those not linked to or from another accessible page);
- furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities including, but not limited to making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;
- solicits passwords or personal identifying information for commercial or unlawful purposes from other Users;
- involves commercial activities and/or sales without prior written consent from NoteGarden such as contests, sweepstakes, barter, advertising, or pyramid schemes;
- includes a photograph or video of another person that you have posted without that person's consent;
- for musician and other profiles, uses sexually suggestive imagery or any other unfair, misleading or deceptive Content intended to draw traffic to the profile; or
- violates the privacy rights, publicity rights, copyrights, trademark rights, contract rights or any other rights of any person.
- Protecting Copyrights and Other Intellectual Property. NoteGarden respects the intellectual property of others, and requires that our users do the same. You may not upload, embed, post, email, transmit or otherwise make available any material that infringes any copyright, patent, trademark, trade secret or other proprietary rights of any person or entity. NoteGarden has the right to terminate the Membership of infringers.
If you believe your work has been copied and posted on or through the NoteGarden Services in a way that constitutes copyright infringement, please send NoteGarden's Copyright Agent a notification of claimed infringement with all of the following information: (a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (b) identification of the claimed infringing material and information reasonably sufficient to permit us to locate the material on the NoteGarden Services (providing the URL(s) of the claimed infringing material satisfies this requirement); (c) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an email address; (d) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (e) a statement by you, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or a unauthorized to act on the copyright owner's behalf; and (f) your physical or electronic signature. NoteGarden's Copyright Agent for notification of claimed infringement can also be reached electronically at info@NoteGarden.com.
- Member Disputes. You are solely responsible for your interactions with other NoteGarden Members or any organization accepting or soliciting auditions or applications through the NoteGarden Services. NoteGarden reserves the right, but has no obligation, to become involved in any way with disputes between you and other Members or any organization accepting or soliciting auditions or applications through the NoteGarden Services.
- Disclaimers. SOME COUNTRIES AND JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY IN CONTRACTS WITH CONSUMERS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU, ONLY IF YOU ARE IN ONE OF THOSE COUNTRIES OR JURISDICTIONS. NoteGarden is not responsible for and makes no warranties, express or implied, as to the User Content or the accuracy and reliability of the User Content posted on or through the NoteGarden Services, whether caused by Users of the NoteGarden Services, any organization accepting or soliciting auditions or applications through the NoteGarden Services, or by any of the equipment or programming associated with or utilized in the NoteGarden Services and such User Content does not necessarily reflect the opinions or policies of NoteGarden. Profiles and third party applications created and posted by Members on the NoteGarden Website, or any organization accepting or soliciting auditions or applications through the NoteGarden Services, may contain links to other websites. NoteGarden is not responsible for the content, accuracy or opinions expressed on such websites, and such websites are not necessarily investigated, monitored or checked for accuracy or completeness by NoteGarden. Inclusion of any linked website on the NoteGarden Services does not imply approval or endorsement of the linked website by NoteGarden. When you access these third party sites, you do so at your own risk. NoteGarden takes no responsibility for third party advertisements or third party applications that are posted on or through the NoteGarden Services, nor does it take any responsibility for the goods or services provided by its advertisers. NoteGarden is not responsible for the conduct, whether online or offline, of any User of the NoteGarden Services. NoteGarden assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any User or Member communication. NoteGarden is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any of the NoteGarden Services or combination thereof, including any injury or damage to Users or to any person's computer related to or resulting from participation or downloading materials in connection with the NoteGarden Services. Under no circumstances shall NoteGarden be responsible for any loss or damage, including personal injury or death, resulting from use of the NoteGarden Services, attendance at a NoteGarden event, from any User Content posted on or through the NoteGarden Services, or from the conduct of any Users of the NoteGarden Services, whether online or offline. The NoteGarden Services are provided "AS-IS" and as available and NoteGarden expressly disclaims any warranty of fitness for a particular purpose or non-infringement. NoteGarden cannot guarantee and does not promise any specific results from use of the NoteGarden Services.
- Limitation on Liability. SOME COUNTRIES AND JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED TERMS IN CONTRACTS WITH CONSUMERS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU, ONLY IF YOU ARE IN ONE OF THOSE COUNTRIES OR JURISDICTIONS. IN NO EVENT SHALL NOTEGARDEN BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE NOTEGARDEN SERVICES, EVEN IF NOTEGARDEN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, NOTEGARDEN'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO NOTEGARDEN FOR THE NOTEGARDEN SERVICES DURING THE TERM OF MEMBERSHIP, IF ANY.
- U.S. Export Controls. Software available in connection with the NoteGarden Services (the "Software") is further subject to United States export controls. No Software may be downloaded from the NoteGarden Services or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk.
- Governing Law/Disputes. The Agreement shall be governed by, and construed in accordance with, the laws of the State of Florida, without regard to its conflict of law provisions. You and NoteGarden agree to submit to the exclusive jurisdiction of the courts located within the State of Florida, and more specifically to the state court in Broward County, or to the U.S. District Court for the Southern District of Florida, Broward County Division, if the state court lacks jurisdiction, to resolve any dispute arising out of the Agreement or the NoteGarden Services. EACH OF THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING BUT NOT LIMITED TO ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT. FURTHER, EACH PARTY HERETO CERTIFIES THAT NO REPRESENTATIVE OR AGENT OF EITHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH PARTY WOULD NOT IN THE EVENT OF SUCH LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION. EACH OF THE PARTIES ACKNOWLEDGES THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE OTHER PARTY ENTERING INTO THIS AGREEMENT.
- Indemnity. You agree to indemnify and hold NoteGarden, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of the NoteGarden Services in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth in this Agreement and/or if any Content that you post on or through the NoteGarden Services causes NoteGarden to be liable to another.
- General. This Agreement is accepted upon your use of the NoteGarden Website or any of the NoteGarden Services and is further affirmed by you becoming a Member. This Agreement constitutes the entire agreement between you and NoteGarden regarding the use of the NoteGarden Services. The failure of NoteGarden to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section headings in this Agreement are for convenience only and have no legal or contractual effect. This Agreement operates to the fullest extent permissible by law. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.
Please contact us at firstname.lastname@example.org with any questions regarding this Agreement.
BY MY USE OF THIS WEBSITE, ANY AFFILIATED WEBSITES, AND NOTEGARDEN SERVICES, I CERTIFY THAT I HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE.