iTypeMusic Terms & Conditions

This document (the "Agreement") is a legal contract between you and iTypeMusic, “itype” (Intelecon Systems Inc.) that governs your use of itype’s online music services (the itype subscription services, the itype download sales service and/or any of the itype services available at www.itypemusic.com (together the "Service"). The terms below will apply to you if you register for and use the "itype" download sales service (that is free to access). If you register for itype's subscription service (the "Subscription Service"), all terms in the section below headed "*Subscription Service Addendum" will also apply. Finally, if you register for any of the itype services, all terms in the section below headed “itype" will also apply.

NOTICE

itype may from time to time modify these terms and post a copy of the amended Agreement at itypemusic.com/memberservices. If you do not agree to (or cannot comply with) the Agreement as amended, your only remedy is to stop using the Service or, if applicable, cancel your Subscription Service subscription. You will be deemed to have accepted the Agreement as amended if you continue to use the Service after any amendments are posted.

AGE REQUIREMENT

You must be at least 18 years of age to agree to and enter into this Agreement on your own behalf and to register for use of the Service. If you are under 18 but at least 13 years of age, you must present this Agreement to your parent or legal guardian, and he or she must check the box below to enter into this Agreement on your behalf. Children under the age of 13 may not register for this Service, and parents or legal guardians may not register on their behalf. By checking the box indicating your acceptance to this Agreement, you represent that (i) you have read, understood and agree to be bound by this Agreement and (ii) you are at least 18 years old, either entering into this Agreement for yourself or entering on behalf of your child or a child in your legal care. If you are a parent or guardian entering this Agreement for the benefit of your child, please be aware that you are fully responsible for his or her use of the Service, including all financial charges and legal liability that he or she may incur. If you do not agree to (or cannot comply with) any of these terms and conditions, do not check the acceptance box and do not attempt to access the Service.

DESCRIPTION OF SERVICE

The Service allows you to listen to Samples (as defined below) and obtain downloads of sound recordings ("Tracks") and related digital content ("Materials"). To access the Service, you will need to install or activate itype’s proprietary software application; from time to time, you may also be required to install other software made available through the Service (collectively this software is called the "Client"). You may also need to install certain third-party software. You are responsible for any hardware, systems and/or software program(s) you use and any associated fees and expenses (a) to connect to or use the Internet, and/or (b) other than the Client, to use any Materials. The Service, the Tracks and/or the Materials (including any itype promotional offers or codes redeemable for the Service, the Tracks and/or the Materials) are only for your personal, non-commercial use and are non-transferable (except as otherwise expressly authorized by itype).

REGISTRATION

To use the Service, you must register and provide certain information, including a member (user) name, a password and a valid email address ("Registration Data"). You agree to provide accurate Registration Data and to update your Registration Data as necessary to keep it accurate. itype will use your Registration Data in accordance with its privacy policy, which you can review at www.itypemusic.com/privacypolicy.

You agree that you will not allow others to use your member name, password and/or account and you are solely responsible for maintaining the confidentiality and security of your account. You agree to notify itype immediately of any unauthorized use of your password and/or account. itype shall not be responsible for any losses arising out of the unauthorized use of your member name, password and/or account and you agree to indemnify and hold harmless itype, its partners, parents, subsidiaries, agents, affiliates and/or licensors, as applicable, for any improper, unauthorized or illegal uses of the same.

USE OF SERVICE, SOFTWARE, TRACKS AND MATERIALS

Software. The Client, and all other software made available by itype on or through the Service, are protected by intellectual property laws and your use of them is governed by this Agreement as well as any applicable end-user license agreements. A copy of the current Client End-User License Agreement ("itype EULA") is available at. www.itypemusic.com/eula

Tracks and Materials. The Tracks and Materials are owned by itype, its business partners, affiliates and/or licensors, as applicable, and are protected by intellectual property laws. You agree that the content rights holders that license their musical or other content to itype for use in the Service are intended third-party beneficiaries under this Agreement with the right to enforce the provisions that directly concern their content. You understand that your use of the Tracks and Materials is subject to the Usage Rules discussed below. You may not authorize, encourage or allow any Tracks or Materials used or obtained by you to be reproduced, modified, displayed, performed, transferred, distributed or otherwise used by anyone else. You agree to advise itype promptly of any such unauthorized use(s).

Usage Rules. Your access to and/or use of any Track(s) will be limited by the rules assigned to the Track(s) by itype ("Usage Rules") and described in this section. You may not attempt (or support others' attempts) to circumvent, reverse engineer, decrypt, or otherwise alter or interfere with any Usage Rules or Tracks. itype reserves the rights to modify the Usage Rules at any time.

A "Sample" is a portion of a Track or, in some cases, an entire Track or promotional music video that you can play (and, if applicable, view) directly from and while you are logged on to the Service on a promotional basis at no cost to you. You may play as many Samples as you like. You may not attempt (or support others' attempts) to capture, copy, or download a Sample.

A "Purchased Track" is a Track that you may (1) save to the hard drives of up to three (3) of your personal computers and play back at any time, (2) burn to a CD and/or (3) transfer to a compatible portable device. Any security technology that is provided with a Purchased Track is an inseparable part of it. If you have Purchased Tracks, it is your responsibility not to lose, destroy or damage them. itype shall have no liability to you in the event of any such loss, destruction, or damage. You may purchase Tracks on an individual basis and you may also be offered the ability to purchase Tracks in groups (called "Group Packs"), sometimes at discounted pricing. If you purchase a Group Pack, your account will be credited for the number of Tracks that were included and you will then be able to use those credits towards future Track purchases but only for up to one year from the time that you purchased the Group Pack.

If you have received a valid promotional code or gift certificate for itype, you should follow the instructions that you received with such promotion to redeem that code or gift. If you have properly inputted a valid promotional offer, your account will be credited for the applicable amount of Tracks (or, to access the applicable Subscription Service membership). itype promotional offers and gifts are certificates subject to any expiration dates that may be messaged with the offer and are not redeemable for cash (and any unused portion may not be returned for cash or any other value). itype has the right to request alternative forms of payment and/or close customer accounts if a fraudulently obtained promotional offer or gift certificate is presented.

You may burn each Purchased Track to a CD an unlimited number of times, but may only burn each Purchased Track up to seven (7) times as part of any particular playlist of songs. A "playlist" is a discrete group of Purchased Tracks that are arranged together in a particular order. Once you have burned a Purchased Track to a CD, you agree not to copy, distribute, or transfer the track from that CD to any other media or device.
You may transfer a Purchased Track an unlimited number of times to two (2) portable devices that are compatible with the Service's Usage Rules and security requirements. Once you have transferred a Purchased Track to a compatible portable device, you agree not to copy, distribute, or transfer it from that device to any other media or device. You may be required to register your portable devices with itype.

The burning or transfer capabilities provided for herein shall not operate to waive or limit any rights of the copyright owners in Tracks or Materials or any works embodied in them.

All rights not expressly granted to you in this Agreement are reserved to itype and/or its licensors.

Importing Tracks. You can use the itype Client to import certain song files that you have obtained independent of the Service and play them using the Client. The Client currently only supports itm files. itype does not represent or guarantee that the Client will successfully import or support any song files that are not Tracks. Further, itype does not purport to grant you any rights to use any such song files. Your use of such song files must be subject to another grant of rights that you have received from the copyright holder(s) and any other legal rights holders (please note that there may be more than one copyright involved in any track). If you violate the copyright laws, there may be fines or criminal charges brought against you, even if you don't get any commercial benefit from the illegal copies. You agree to indemnify and hold harmless itype, its partners, parents, subsidiaries, agents, affiliates and/or licensors, as applicable, for all claims resulting from your use of such song files and/or from your violation of any copyright laws by such use.

Loss of Rights by itype. itype may at any time lose the right to make certain Tracks and/or Materials available. In such event, you will no longer be able to obtain these Tracks and/or Materials.

Delivery of Products. On occasion, technical problems may delay or prevent delivery of Purchased Tracks and Materials to you. Your sole remedy with respect to Purchased Tracks and any Materials that are not delivered will be either replacement of such products or refund of the price paid for such content, at itype's discretion.

Customer Support. Please direct any questions concerning the Client, the Service, billing and/or Usage Rules to an itype customer service representative by going to www.itypemusic.com/customersupport.

Restrictions. You may not use the Service, to transmit, display, perform or otherwise make available any messages, content or materials (i) that are illegal, obscene, threatening, of a "spamming" nature, defamatory, or invasive of privacy; (ii) that constitute political campaigning or commercial solicitation or that contain software viruses or other computer code designed to interfere with the functionality of any computer systems; or (iii) that infringe third-party rights or harm minors in any way. You may not interfere with or disrupt the Service or any networks connected to or by the Service. In addition, you may not use a false email address or otherwise mislead other members as to your identity or to the origin of a message or content. By posting messages, inputting data, or engaging in any other form of communication through the Service, you agree that itype may copy, sublicense, adapt, transmit, publicly perform or display any such content to provide and/or promote the Service and/or to respond to any legal requirement, claim or threat. If itype's use of such content exploits any proprietary rights you may have in such material, you agree that itype has an unrestricted, royalty-free, non-exclusive and perpetual worldwide right do so. You agree that any loss or damage of any kind that occurs as a result of the use of any messages, content or material that you upload, post, transmit, display or otherwise make available through your use of the Service is solely your responsibility.

CHARGES / BILLING

Agreement to Pay. You agree to pay for all Tracks and Materials that you purchase through the Service and itype may charge your billing payment method for any such payment(s). itype may, in its discretion, post charges to your billing payment method individually or may aggregate your charges with other purchases you make on the Service. You are responsible for keeping your account secure and confidential and you will be responsible for any charges that are incurred by any person through your account. All charges will be billed to the billing payment method you designate when you first make a purchase or incur a charge. If any of your billing information changes, you must update that information in the "Member Information" section of the "My Account" area.

Right to Change Prices. All prices for products within the Service are subject to change by itype at any time.

Taxes. Prices quoted are generally inclusive of any applicable taxes, including sales taxes. itype reserves the right to change this policy at any time.

Electronic Contracts. You agree that any submissions you make for electronic purchases constitute your intent and agreement to be bound by the terms of and to pay for such purchases. To the extent that such electronic purchases are offered to you by a third party, you acknowledge that itype shall not be responsible or liable to you for the products or services purchased.

EXPLICIT CONTENT

Certain albums may be subject to the Recording Industry Association of America ("RIAA") "Parental Advisory Label" (as defined at http://www.riaa.com/issues/parents/advisory.asp). The RIAA assigns the Parental Advisory Label to an entire album and not the individual songs on the album. All Tracks from such labeled albums will be labeled as "explicit" within the Service ("Explicit Tracks"). If any of your searches on the Service return Explicit Tracks, they will be identified as such in the search results area.. Note that Tracks that were recorded prior to 1985 are not subject to the RIAA Parental Advisory Label. itype shall have no liability or responsibility to you for any content or materials, including Explicit Tracks, that may be available in connection with the Service that you might find objectionable.

PRIVACY

For additional information regarding itype's use of information collected in connection with the Service, please refer to itype's Privacy Policy, a copy of which is available at http://www.itypemusic.com/privacypolicy and which is expressly made part of this Agreement.

COPYRIGHT INFORMATION

General. As noted above, the Service, the Tracks, the Client and the Materials contain and/or comprise copyrightedor other proprietary subject matter, and your use of them is governed by this Agreement, certain end-user license agreements, and applicable law.

Billboard Data. All Billboard chart data are the copyrighted works of VNU eMedia, Inc. Billboard chart information may not be published, broadcast, displayed or redistributed without the prior written agreement of VNU eMedia, Inc.

PATENT AND TRADEMARK

All trademarks, service marks, trade names, slogans, logos, and other indicia of origin that appear on or in connection with the Service are the property of itype and/or its affiliates, licensors and/or licensees. You may not copy, display or use any of these marks without prior written permission of the mark owner. The Service and the Client (and portions of them) may be protected under patent law and may be the subject of issued patents and/or pending patent applications.

VIOLATION OF INTELLECTUAL PROPERTY RIGHTS

If itype receives a notice alleging that you have engaged in behavior that infringes itype’s or other's intellectual property rights or reasonably suspects the same, itype may suspend or terminate your account without notice to you. If itype suspends or terminates your account under this paragraph, it shall have no liability or responsibility to you, including for any amounts that you have previously paid.

PROMOTIONS AND ADVERTISING

itype and/or its business partners may present advertisements or promotional materials on or through the Service. Your participation in any promotional event is subject to the terms and conditions associated with that event. Your dealings with, or participation in promotions of, any third-party advertisers on or through the Service are solely between you and such third-party. You agree that itype shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such third parties on the Service.

LINKS TO THIRD-PARTY SITES

The Service may present links to third-party websites not owned or operated by itype. itype is not responsible for the availability of these sites or their contents. You agree that itype is not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of or reliance on any content of any such site or goods or services available through any such site.

MODIFICATIONS TO SERVICE

itype reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice to you, without any liability to you or to any third party.

REMEDIES

You agree that any unauthorized use of the Service, the Tracks, the Materials, the Client or any related software or materials would result in irreparable injury to itype and/or its affiliates or licensors for which money damages would be inadequate, and in such event itype, its affiliates and/or licensors, as applicable, shall have the right, in addition to other remedies available at law and in equity, to immediate injunctive relief against you. Nothing contained in this Agreement shall be construed to limit remedies available pursuant to statutory or other claims that itype, its affiliates and/or licensors may have under separate legal authority.

INDEMNITY

You agree to indemnify and hold harmless itype and its agents, employees, representatives, licensors, affiliates, parents and subsidiaries from and against any and all claims, losses, demands, causes of action and judgments (including attorneys' fees and court costs) arising from or concerning your breach of this Agreement and your use of the Service, the Tracks, the Client or the Materials and to reimburse them on demand for any losses, costs or expenses they incur as a result thereof.

TERMINATION

itype may in its sole discretion terminate this Agreement or suspend your account at any time without notice to you in the event that you breach (or itype reasonably suspects that you have breached) any provision of this Agreement. If itype terminates this Agreement, or suspends your account for any of the reasons set forth in this paragraph, it shall have no liability or responsibility to you, and itype will not refund any amounts that you have previously paid.

You understand and agree that your cancellation of your account and Service membership is your sole right and remedy with respect to any dispute with itype.

DISCLAIMERS

You understand and agree that your use of the Service, Tracks, Client, and the Materials is at your own sole risk. THE SERVICE, TRACKS, MATERIALS AND THE CLIENT (THE "PRODUCTS") ARE PROVIDED "AS IS" AND WITHOUT WARRANTY BY ITYPE OR ITS AGENTS, EMPLOYEES, PARENTS, SUBSIDIARIES, AFFILIATES, LICENSORS, BUSINESS PARTNERS AND/OR SUPPLIERS (THE "ITYPE ENTITIES"), AS APPLICABLE, AND, TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, THE ITYPE ENTITIES EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTY OF NONINFRINGEMENT. THE ITYPE ENTITIES DO NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE PRODUCTS WITH RESPECT TO PERFORMANCE, ACCURACY, RELIABILITY, SECURITY CAPABILITY OR OTHERWISE. YOU WILL NOT HOLD ANY ITYPE ENTITY RESPONSIBLE FOR ANY DAMAGES THAT RESULT FROM YOU ACCESSING (INCLUDING ANY SOFTWARE OR SYSTEMS YOU USE TO ACCESS) THE SERVICE OR USING THE PRODUCTS INCLUDING, BUT NOT LIMITED TO, DAMAGE TO ANY COMPUTER, SOFTWARE OR SYSTEMS OR PORTABLE DEVICES YOU USE TO ACCESS THE SAME . NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY ANY PERSON SHALL CREATE A WARRANTY IN ANY WAY WHATSOEVER RELATING TO ANY OF THE ITYPE ENTITIES.

ITYPE MAKES NO WARRANTY THAT ANY PARTICULAR CD BURNER OR PORTABLE DEVICE WILL BE COMPATIBLE WITH THE CLIENT OR THAT ANY CD BURNED USING THE CLIENT WILL FUNCTION IN ALL CD PLAYERS. IT IS YOUR SOLE RESPONSIBILITY TO ENSURE THAT YOUR SYSTEM(S) WILL FUNCTION CORRECTLY WITH THE CLIENT.

UNDER NO CIRCUMSTANCES SHALL ANY ITYPE ENTITY BE LIABLE FOR ANY UNAUTHORIZED USE OF THE SERVICE, TRACKS, MATERIALS AND/OR THE CLIENT.

UNDER NO CIRCUMSTANCES SHALL ANY ITYPE ENTITY BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, AND THE LIKE) ARISING OUT OF THE USE OR INABILITY TO USE THE PRODUCTS, EVEN IF THE ITYPE ENTITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT THAT IN A PARTICULAR CIRCUMSTANCE ANY DISCLAIMER OR LIMITATION ON DAMAGES OR LIABILITY SET FORTH HEREIN IS PROHIBITED BY APPLICABLE LAW, THEN, INSTEAD OF THE PROVISIONS HEREOF IN SUCH PARTICULAR CIRCUMSTANCE, THE ITYPE ENTITIES SHALL BE ENTITLED TO THE MAXIMUM DISCLAIMERS AND/OR LIMITATIONS ON DAMAGES AND LIABILITY AVAILABLE AT LAW OR IN EQUITY BY SUCH APPLICABLE LAW IN SUCH PARTICULAR CIRCUMSTANCE, AND IN NO EVENT SHALL SUCH DAMAGES OR LIABILITY EXCEED US$10.

LAW AND LEGAL NOTICES

This Agreement and any other terms or documents referred to herein represent your entire agreement with itype with respect to your use of the Service. If any part of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. The laws of the State of California, excluding its conflicts?of?law rules, govern this Agreement and your use of the Service, the Tracks, the Materials and the Client. You expressly agree that the courts in the State of California, Los Angeles, County, have exclusive jurisdiction over any claim or dispute with itype or relating in any way to your account or your use of the Service, the Tracks, the Materials and the Client. You further agree and expressly consent to personal jurisdiction over you in the federal and state courts in Los Angeles County in connection with any such dispute including any claim involving itype or its partners, parents, licensors, affiliates, subsidiaries, employees, contractors, officers, directors or suppliers.

*SUBSCRIPTION SERVICE ADDENDUM

itype offers certain features that are available only to members of the Subscription Service, as described below. Use of the Subscription Service will be subject, in addition to all the other terms of this Agreement, to the terms described in this Addendum. The Subscription Service is a subscription service that you must pay to join, and you will be charged on a recurring basis for your continued membership. If we make any changes to these terms and conditions that you do not wish to accept, your only remedy is to terminate your subscription membership.

DESCRIPTION OF SUBSCRIPTION SERVICE

Usage Rules -- Additions.

A "Stream" is a Track that you play directly from and while you are logged on to the Service. You may play as many Streams as you like while your subscription is current. You may not attempt (or encourage others) to capture, copy, or download a streamed Track. itype will count the number of times that you stream each Track for royalty accounting and analysis purposes.

A "Download" is a Track that you may save to the hard drive of your personal computer and play back as many times as you want for so long as your subscription is current. You may make an unlimited number of Downloads while your subscription is current. You may copy each Download to up to two additional personal computers that you own (i.e. a total of 3 copies). If you wish to burn Downloads to CDs or transfer them to compatible portable devices, you will need to pay for them as Purchased Tracks. You may not share Downloads with anyone else. itype automatically renews your rights to all of your Downloads at the beginning of each Subscription Month (as defined below) so long as your subscription remains current. This means that in order to play any Download after the end of a Subscription Month (as defined below), you must log on to the Service so that itype can renew your rights for those Tracks. The Client will count the number of times that you play a Download, including while you are offline, for royalty accounting and analysis purposes.

Agreement to Pay. By completing the Subscription Service registration, you authorize itype to charge applicable recurring subscription fees to your designated billing payment method. Monthly subscribers are billed on a 30-day cycle, which begins upon Subscription Service registration (or at the end of a limited free trial period, if applicable to a promotion that you joined through) and ends 30 days thereafter (each a "Subscription Month"). . If you are joining itype under a subscription plan with an installment billing option (e.g., 1 year subscription billed monthly), itype will charge your billing payment method for each applicable installment without further advance notice. If your billing payment method changes during the term of your subscription plan, you must immediately update the billing payment method associated with your itype account. If itype is unable to charge your billing payment method for an installment, itype may: (i) immediately suspend or terminate your itype account, (ii) seek collection of the outstanding amount owed under the subscription plan and/or (iii) seek legal action against you for breach of this Agreement.

Billing Authorizations for Free Trial Memberships. You may be required to provide billing payment method to register for a free trial offer to the Subscription Service. In that event, you agree that itype may obtain a pre-authorization for the fee amount that you will be charged if you complete the free trial and continue a Subscription Service membership. It is possible that some financial institutions may perceive these requested amounts as actual pending charges. These are not actual charges however, and itype will not be responsible for any results, such as an overdraft fee, that may occur to your account because of them.

Right to Change Subscription Fees. All subscription fees are subject to change on a prospective basis upon notice from itype. If you do not accept the new fees, you should terminate your subscription immediately.

Cancellation. You can cancel your monthly subscription by delivering notice to itype by going to www.itypemusic.com/cancellation. itype will reasonably attempt to return a cancellation confirmation to your email address. You should retain this confirmation as a record of your cancellation. If you cancel your monthly subscription, itype will not refund any remaining portion of your subscription fees. Cancellation will take effect at the end of the billing period during which you deliver notice to itype. If you cancel your account near the end of your billing period and are charged for the next month's fee, please go to www.itypemusic.com/refunds to have that charge refunded. If you are joining itype under a subscription plan, you cannot cancel your itype account prior to the end of the term of the applicable subscription plan.