Audiovybez Terms and Conditions

 

Last update: October 5, 2021

 

Terms of Use

 

These General Terms and Conditions ("Terms ") applies to the use of this website including, but not limited to, the Audiovybez’s online music catalogue service (the "Service"), any software applications or access to any content or material made available by 279 Acquisitions, LLC and its affiliates (“Company”). When visiting Company’s website these Terms and Conditions, our Cookie Policy and our Privacy Policy applies to your use. If you do not want to be bound by the above mentioned terms, please do not visit this website and do not use our Service.

 

Kindly note that by accessing and/or using the Site, you, your authorized representative and/or any entity you hereby represent (“You”, “Your”) accept these Terms and the Privacy Policy and agree to be bound by them. Therefore, it is your obligation to read these Terms and the Privacy Policy carefully and make sure you agree with them before any access or use of the site.

 

If You are accessing the Site from the European Union, Asia, or any other region with laws or regulations governing personal data collection, use, and disclosure, that differ from United States laws, then please note that you are transferring your personal data to the United States which does not have the same data protection laws as the EU and other regions.

 

Please be advised that by subscribing to our services, you will also be subject to the License (“License”), which shall be read together with these Terms and the Privacy Policy (together the “Agreement”). Capitalized terms used but not defined herein, shall have the respective meanings given to them in the License.

 

Please note that any and all use of the music provided within the Service will be subject to a separate music license agreement(s) (either between you and Company or between Company and one of our partners that allows you to use the music) which regulates your right to use and distribute the music. More information about the different licenses and subscriptions that Company offers can be found on the website or, by contacting legal@audiovybez.com. If you have any questions regarding your right to use the music under a partner agreement, please contact the relevant partner or legal@audiovybez.com.

 

You hereby represent and warrant that: (1) you have read the Agreement, understood the stated therein and you hereby agree to engage with the Company under its terms; (2) your age does not limit you from lawfully engaging in the Agreement and that you are not legally prohibited from entering into the Agreement; (3) you are authorized to enter into and perform the Agreement for yourself or for the entity the details of which were specified upon subscription to our services.

 

Company reserves the right, at its full discretion, to modify these Terms and Conditions at any time. Such modification enters into force when published on https://www.audiovybez.com or communicated to you in any other appropriate manner. Your continued use of the Service after such modification is valid as consent thereto. Do check the website regularly to verify whether these Terms and Conditions or other documents referred to herein have been modified. If you do not accept to abide by these Terms and Conditions (or cannot comply with then) you may not use the Service, the website or access any content.

 

Any translation of these Terms and Conditions from English into another language is made only for convenience purposes and the translation will not be a valid contract. At all times will the English version be the prevailing one and the version valid as agreement and Terms and Conditions. If you wish to receive these Terms and Conditions and relevant documents thereto in another language, please contact us via the contact details provided below.

 

Opening an account

In order to use the Company’s services and receive a license for using the Assets as specified in these Terms and in the License, you are required to (i) open an account in the Site, (ii) provide us with your accurate and full details, and (iii) pay any applicable fees, except in case of a free offerings. You are forbidden from providing us a nonexistent email address or an email address which does not belong to you, impersonating another person or entity, or misleading us in any other way regarding your identity or your payment method information.

 

You are required to protect the confidentiality and safety of the account details (username and password), and you will bear full and exclusive liability for all activities in your account. You must inform us immediately of any unauthorized use of your account.

 

The Service

The Service provided by Company is an online music catalogue and pitching service, which makes available digital music files (collectively as well as any part thereof "Content") for the purpose to be used in audiovisual productions and/or other productions, under the terms and conditions as set out in these Terms and Conditions and the applicable music license agreement.

 

You access the Service from Company’s online interface. The Service is available for entities and persons that have registered and created user accounts to the Service. In order to use the Service and access the Content you will have to be no younger than eighteen (18) years old. You will also have to have the power to enter into a binding contract (i.e. be of mental capacity to enter into binding agreements, not personally bankrupt etc.) and not be barred from doing so under any applicable law. If you are under eighteen (18) years old, or unable to solely enter into a binding agreement with Company, your parent or legal guardian shall be reasonable to sign up on your behalf and take actions on your behalf.

 

The assortment of Content may be amended by Company, with or without any notice to you. You accept that the Content that is available might not be available at a later stage. Content types and descriptions, such as genres, categories etc., are provided for your convenience only and Company does not guarantee their accuracy.

 

You agree not to use or launch any automated system (including, without limitation, any robot, spider or offline reader) that accesses the Service in a manner that sends more requests to Company or its servers in a given period of time than a human can reasonably produce in the same period by using a publicly available, standard--not modified--web browser. You agree to only download Content in accordance with the restrictions applicable to your account.

 

 

Privacy Policy

We really care about your privacy and we make our best efforts to be fully transparent about our use of your information. Please review our Privacy Policy to learn how we collect and use your personal information and cookies.

 

Term, Renewal & Termination

These Terms and the Privacy Policy will apply to you as long as you access the Site. The License will remain in effect through the period of your subscription to our services and it will be automatically renewed for additional similar periods, unless you notify us of your intention not to renew 30 calendar days before renewal. Upon renewal of your subscription, the payment method you provided us will be automatically charged for the renewal period fees and will only be refunded pursuant to our Refund Policy below.

 

Company reserves the right, but does not assume the obligation, to monitor transactions and communications that occur through the Site. If Company determines, in its sole and absolute discretion, that you or another Company user will breach a term or condition of these Terms or that such transaction or communication is inappropriate, Company may cancel such transaction or take any other action to restrict access to or the availability of any material that may be considered objectionable, without any liability to you or any third party.

 

Company reserves the right to terminate your use of the site at their own will and shall have no liability to you or others for doing so. Upon termination of the Agreement for any cause whatsoever, the rights granted to you under these Terms or the License will automatically expire, and you hereby undertake to immediately cease accessing, downloading and using any Assets, except as allowed under the License. These Terms will survive indefinitely and until Company chooses to terminate them.

 

Refund Policy

If Company terminates your use of the Site due to breach of contract, You will not be entitled to receive any refund. Refunds will only be given if Company fails to uphold the standards set in a written agreement.

 

Intellectual property rights

All the information, the Assets and contents included in the Site and the services offered by the Company, inclusive without limitation of any text, illustrations, graphics, sound, sound recording, musical works, clips, graphic segments, software applications, graphs, photos, Company’s name, trademarks and logos, including without limitation those used in the Site, are protected by copyrights and intellectual property rights of the Company or of its artists (“Proprietary Content”).

 

You are forbidden from using the Company’s name, trademarks, and logos, including without limitation those used in the Site. Moreover, as further specified in the License, you are forbidden from using the original Assets names and/or the artists names or artistic names.

You hereby acknowledge and confirm that you do not and will not have any ownership and/or intellectual property rights in the Proprietary Content and/or recordings and/or the Assets and/or the contents of the Site and/or the Site’s trademarks and its design, and that your right is restricted to the limited rights granted to you in these Terms and in the License.

 

The Agreement grants you an authorization to use the Site and the Assets strictly in accordance with the provisions of the Agreement and is conditioned by your undertaking not to violate or be involved in any activities that violate any terms of the Agreement, and specifically in activities which cause the violation of intellectual property rights and/or deviation from the provisions of the License.

 

Copyright Infringement Notification Policy

We take copyrights protection very seriously. If you believe that any Assets infringe your intellectual property or other rights, please see our Copyright Infringement Notification Policy

If we are notified that any Assets infringes third party copyright or other rights, we may in our sole discretion remove such Assets from the Site or take other steps that we deem necessary, without any prior notification.

 

Company’s rights in case of a violation on your behalf

You hereby acknowledge that any unauthorized use by you and/or by anyone on your behalf of any of the Assets or the Site or in a manner deviating from the conditions of the Agreement, constitute a breach of the Agreement as well as a violation of the copyright laws, and the Company and anyone on its behalf have the full right to exercise all rights and remedies available to it by law in such case. To the extent the violation is done by a third-party using Assets that were downloaded by you or using your subscription (for example: your employees, contractors, clients), then you are responsible for such violation and you are required to take all possible actions to immediately cease the violation.

 

The Company will be entitled, among other remedies, at its exclusive discretion and without any prior notice, to block your access to the Site and/or its services, temporarily or permanently, in case you violate any applicable law and/or any terms of the Agreement, or in case of an interruption of the Company’s or its Site’s regular activity, and you will have no claim or demand in this regard.

 

Company reserves the right to disclose your personal information or information about your use of the Site inclusive of the content used therefrom without obtaining your permission, if such disclosure is necessary in order to: (1) obey legal requirements or comply with orders issued in a legal proceeding or by a competent authority by any law; (2) enforce the Agreement; or (3) protect the Company’s or anyone else’s rights in the event of a breach of the Agreement by you or anyone on your behalf.

 

Exemption from liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT: (I) THE SITE AND SERVICES PROVIDED BY THE COMPANY ARE PROVIDED‘AS-IS’AND‘AS AVAILABLE’WITHOUT WARRANTY OF ANY KIND, INCLUDING WITHOUT LIMITATION, TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY OTHER WARRANTY THAT MIGHT ARISE UNDER ANY LAW; (II) COMPANY DOES NOT WARRANT THAT THE SITE OR ITS’SERVICES WILL BE UNINTERRUPTED OR IMMUNE TO DAMAGE, MALFUNCTIONS, DEFECTS OR FAILURES IN THE HARDWARE, SOFTWARE, COMMUNICATION SYSTEMS AND LINES, AT THE SITE OR AT ANY OF ITS SUPPLIERS; (III) COMPANY WILL BEAR NO LIABILITY IN CASE ANY OF THE ASSETS IS NOT AVAILABLE IN THE SITE, FOR ANY REASON WHATSOEVER, DURING THE TERM OF THE AGREEMENT; (IV) COMPANY WILL BEAR NO LIABILITY IN ANY MANNER FOR THE USE OF ANY OTHER ADDITIONAL CONTENTS WHICH YOU MAY INTEGRATE IN THE PROJECTS AND YOU WILL SOLELY BEAR FULL AND EXCLUSIVE LIABILITY FOR USING THEM; (V) COMPANY RESERVES ITS RIGHT TO REMOVE AND/OR ADD ASSETS TO THE SITE AT ANY TIME AT ITS EXCLUSIVE DISCRETION AND YOU WILL BEAR NO CLAIMS OR ARGUMENTS IN THIS REGARD; (VI) COMPANY WILL BEAR NO LIABILITY FOR ANY DIRECT OR INDIRECT DAMAGE, PECUNIARY OR ANOTHER, WHICH YOU MIGHT INCUR CONSEQUENT UPON: (1) CHANGES COMPANY MAY MAKE TO THE SITE AND ITS SERVICES, ALL OR ANY OF THEM; (2) CEASING, TEMPORARILY OR PERMANENTLY, THE PROVISION OF ITS SERVICES, ALL OR ANY OF THEM; (3) CHANGING, ADDING OR REMOVING ANY OF THE SERVICES’ CHARACTERS OR PROPERTIES, ALL OR ANY OF THEM; (4) CHANGING, ADDING OR REMOVING ANY CONTENTS, RECORDINGS OR ASSETS FROM THE SITE, ALL OR ANY OF THEM; (VII) COMPANY, OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS OR AGENTS, WILL BEAR NO LIABILITY FOR ANY KIND OF DAMAGE IN CONNECTION WITH ANY CLAIM, LOSS OR DAMAGE ARISING UNDER OR OUT OF THIS AGREEMENT.

 

Indemnification

You hereby undertake to indemnify the Company, its subsidiaries, affiliates, licensors, employees, officers, directors, agents, service providers and artists and anyone on their behalf for any argument, claim, damage, loss, loss of profit, payment or expense (inclusive of lawyer’s fee and legal expenses) that might arise due to your use of the Company’s Site and services, your breach of the provisions of the Agreement or any use you make of Company’s services in violation of any applicable law or third-party rights.

 

Third Party Services

When subscribing or using Company’s services, you may also be using the services of one or more third parties, such as internet or payment services providers. Such third parties might have their own terms of use, agreements and policies which may apply to you. You acknowledge and agree that Company is not responsible or liable for any such third parties’ services and terms nor for the compliance with them. We strongly encourage you to carefully read any such third-party terms of use and policies and make sure you comply with them.

 

Amendments to these Terms

Company has the right to change the conditions of these Terms, the License and the Privacy Policy from time to time at its exclusive discretion. Upon making the changes, the new version of the Terms, License and/or Privacy Policy will be posted on the Site. You are advised to check for updates regularly. In the event of material changes, we might provide you with a notice. If you do not agree to the changes in any such terms, you must cease accessing and using the Site and Company’s services and cease downloading Assets. By continuing to access or use the Site, the services and the Assets you agree to be bound by the updated version of the Agreement, which will apply to you in its entirety.

 

Assignment

The Company is entitled to assign and/or transfer and/or deliver its rights and/or its undertakings according to the Agreement, in whole or in part, to third parties as it may see fit and at its exclusive discretion. Any such Company’s transferee will, in turn, be entitled to transfer any such rights/undertakings to other parties as it may see fit without having to obtain your consent.

 

Notices

You hereby agree that we will be able to send you email messages referring to the Company’s services and other various subjects, inclusive with regards to benefits granted to the Company’s subscribers. If you do not want to receive our promotional or marketing emails, you can withdraw your consent at any time following the instructions in our Privacy Policy. Notices according to the Agreement will be given in writing and be sent by email according to the email address you specified in the registration form. Any delivery of a notice by email as stated above will be considered a lawful delivery.

 

General

You bear responsibility for payment of all taxes and expenses applying to you in connection with the Agreement and/or your use of the Assets, to the extent such may apply. In the event the Company is required to pay any such taxes and expenses on your behalf, we will be entitled to charge you for any such amounts without notifying you.

 

The Agreement constitutes the entire agreement between you and the Company with respect to your access and use of the Site, the Assets, and the Company’s services and any prior or future agreement and/or undertaking and/or declaration not specifically included in the Agreement will not be valid. You hereby waive in advance any claim according to which the Agreement was changed and/or amended and/or canceled by conduct or by any correspondence between you and Company or anyone on its behalf.

 

If and to the extent any provision of the Agreement is decided by court to be invalid, illegal, or unenforceable, it will not derogate from the validity of the other provisions of the Agreement.

 

Miscellaneous

These Terms will be binding upon each party hereto and its successors and permitted assigns, and governed by and construed in accordance with the laws of the State of New York without reference to conflict of law principles. These Terms will not be assignable or transferable by you without the prior written consent of Company. Company may freely assign or transfer any rights granted by you to Company under these Terms. These Terms (including all of the policies and other Agreements described in this Terms, which are hereby incorporated herein by this reference) contain the entire understanding of the parties regarding its subject matter, and supersedes all prior and contemporaneous agreements and understandings between the parties regarding its subject matter. No failure or delay by a party in exercising any right, power or privilege under these Terms will operate as a waiver thereof, nor will any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the exercise of any other such right, power, or privilege.

 

You and Company are independent contractors, and no agency, partnership, joint venture, or employee-employer relationship is intended or created by these Terms. The invalidity or unenforceability of any provision of these Terms will not affect the validity or enforceability of any other provision of these Terms, all of which will remain in full force and effect. The headings used are for convenience only, do not constitute any part of these Terms, and shall not be deemed to limit or affect any of the provisions hereof.

 

Privacy Policy

By entering into these Terms, you agree to Company’s collection, use, and disclosure of your personal information in accordance with the Company Privacy Policy.