SceneMachine™ LLC User Agreement
Effective November 1, 2010
The SceneRoller™ web-site (also referred to herein as the "Service") is designed to foster a community of music enthusiasts, musicians, fans and everyday historians, who seek to reconnect and recreate the music, gigs and scenes of their past. Our service is a vehicle to reconnect with people, re-live your musical memories, and help create the musical history that was part of our shared experience. The Service also is a place where you can archive your experiences, whether through music or photographs, and explore the connections among bands, band members, fans and scenes across America. This is a communal, grass roots effort which requires your passion, participation and cooperation. We ask that you be respectful of others while on the site and obey certain rules of etiquette, good judgment and, of course, legal requirements.
This User Agreement (Agreement) defines the terms under which you may use and enjoy your experience on the SceneRoller™ web-site. SceneRoller™ is owned and operated by SceneMachine™ LLC (also referred to herein as the "Company"). This Agreement covers your use, and you agree to be bound by its terms, without limitation or qualification, when using the site as a guest (browser) or as a registered user. In either case, you agree to be bound the terms of this Agreement.
1. GENERAL TERMS
Authority: You represent that you have the authority to enter into this Agreement and agree to be bound by its terms. You must be at least 13 years or older to use this service, and you represent that you are of at least such age when using the site.
Accuracy: We rely on you to provide SceneMachine™ and the SceneRoller™ web-site with information that is accurate, true and (where applicable) current. You represent that all such information you enter complies with this paragraph. If you do not provide information, that is true and accurate, or the Company reasonably suspects that you have not, the Company has the right to suspend or terminate your account and refuse further access to the site or Service.
Additional Terms: To use the Service, you may be required to download software or content and/or agree to additional terms and conditions. Unless otherwise provided by the additional terms and conditions, they are hereby incorporated into these Terms.
Modification of Terms: It is important that you review the on-line version of this Agreement regularly as the Company may modify its terms. Your continued use of the Service shall constitute your agreement to be bound by the most recent version of this Agreement.
2. CODE OF CONDUCT
Your use of the Service shall at all times conform to the terms and spirit of this Code of Conduct. The SceneRoller™ experience depends on the active participation of its users in creating a tapestry of shared musical experiences and a primary source of musical and social history. In this spirit, it is imperative that our users exercise sound judgment in the content and tone of their postings and in the general use of the site.
Access to the Service shall be for your own personal non-commercial use.
You agree not to share your password or account information with anyone, and that you will properly safeguard this information.
Unauthorized Activity: You agree that you will not engage in any illegal or prohibited conduct wile using the Service, including, but not limited to the following:
- Use language that is patently offensive or promotes or otherwise incites racism, bigotry, hatred or physical harm of any kind against any group or individual;
- Harass or advocate harassment of another person;
- Exploits people in a sexual or violent manner, or refers to sexual experiences;
- Post anything that contains nudity, excessive violence, makes reference to the use of drugs or illegal substances, or offensive subject matter or contains a link to an adult website;
- Solicit or is designed to solicit personal information from anyone under 18;
- Post information that poses or creates a privacy or security risk to any person;
- Convey information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
- Engage in conduct that constitutes or promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated music or links to pirated music files, or posting any music or lyrics which you do not possess rights to;
- Transmit "junk mail", "chain letters", or unsolicited mass mailing, instant messaging, "spimming", or "spamming";
- Furthers or promotes any criminal activity or enterprise;
- Provides or creates computer viruses;
- Involves commercial activities and/or sales without prior written consent from the Company;
- Violates or attempts to violate the privacy rights, publicity rights, copyrights, trademark rights, contract rights or any other rights of any person.
- Use the account, username, or password of another user at any time or disclosing your password to any third party or permitting any third party to access your account.
3. Content & Proprietary Rights
Content on the Services
All Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such Content. We may not monitor or control the Content posted via the Services and, we cannot take responsibility for such Content. Any use or reliance on any Content or materials posted via the Service or obtained by you through the Service is at your own risk.
We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the Service or endorse any opinions expressed via the Service.
Under no circumstances will the Company be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Services or broadcast elsewhere
Company's Rights of Enforcement: The Company reserves the right to take remedial action against individuals who, in the Company's sole discretion, violate the terms of the Code of Conduct above, violate the terms of this Agreement, engage in illegal, fraudulent, misleading or abusive conduct, or who engage in conduct which may be offensive, illegal or violate the rights, harm, or threaten the safety of any person. The Company reserves the right to terminate your account, remove offending content from its web-site, or report you to the authorities where such action is deemed warranted by the Company.
Reporting. If you become aware of misuse of the Service or its Websites by any person, including any inappropriate conduct or Content, please contact Company at email@example.com.
You Have All Necessary Rights. For all Content that you upload or enter to the Service, you represent and warrant that (a) you own or otherwise have all rights, approvals, licenses and/or consents necessary to submit the Content and (b) that use of the Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, trademarks, contract rights or any other rights of any person.
Your Ownership Of Proprietary Rights In Uploaded Content. Company does not claim ownership of any intellectual property rights over the Content (including text, files, images, photos, video, sounds, musical works, works of authorship, or any other materials) that you upload to the Service. Any intellectual property rights, including the copyright, in uploaded Content belongs solely to you, subject to the non-exclusive license granted herein. After uploading your Content to the Service, you continue to retain all ownership rights in such Content, and you continue to have the right to use your Content in any way you choose.
License Of Uploaded Content To Company. By displaying or publishing ("uploading") any Content on or through the Service or its Websites, you hereby grant to Company a limited license to use, copy, modify, adapt, translate, publicly perform, digitally perform, publicly display, reproduce, and distribute such Content (in whole or in part) or prepare derivative works, in any format or medium now known or later developed, and synchronize such Content with photo slideshows or video solely on and through the Service, its Websites or its affiliates. The license is non-exclusive (meaning you are free to license your Content to anyone else in addition to Company), fully-paid and royalty-free (meaning that Company is not required to pay you for the use on the Service or its Websites of the Content that you upload), sublicensable (so that Company is able to use its affiliates and subcontractors such as Internet content delivery networks to provide the Service and Websites and to permit Users to view, hear, read, stream, download and link to your Content), and worldwide (because the Internet, the Service and the Websites are global in reach). The license does not grant Company the right to distribute your Content outside of the Service or its Websites. Except as otherwise provided herein, Company may not transfer or sell its Content license to others. You represent and warrant that you have sufficient ownership rights to grant this license.
License For Syndication. You also grant Company the right to use and sublicense the Content, such as songs, gig listings, and band information (including, but not limited to, names, likenesses, biographical material, logos, marks or trade names of you or any individuals performing or otherwise represented in the Content or the artist or band included or referred to in the Content) for the purposes of syndication of Company's products and services, including, without limitation, by syndicating and embedding widgets and band pages on third party websites, at Company's discretion, without any payment to you or any other persons or companies.
Waiver of Performance Royalties. You grant Company a waiver of any performance royalties on the Content.
Deletion of Account. Deletion of your account will not terminate any Content licenses granted prior to deletion of your account.
4. Proprietary Rights In Company's And Third-Party Content And Technology
Company's Ownership Of Proprietary Rights. The Service contains content and technology of the Company that is protected by copyright, trademark, patent, trade secret and other laws. Any and all content created using the Service shall be owned by the Company. All software used on the Service is the property of Company or its software licensors and is protected by United States and international copyright laws. You agree not to translate, reverse engineer, decompile, disassemble, modify or create derivative works based on any of the software constituting or provided through the Service. You agree not to circumvent any technology used by Company or its licensors to protect content accessible via the Service. Subject to the terms and conditions hereof, Company hereby grants you a limited, revocable, nonsublicensable license to display the Company Content (excluding any software code) solely for your personal use in connection with viewing the Service's Websites. No other rights are granted to User in Company Content other than those rights granted explicitly herein.
Copyright Policy. You may not post, modify, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to others without obtaining the prior written consent of the owner of such proprietary rights. It is the policy of Company to terminate all privileges of any User who repeatedly infringes the copyright rights of others upon receipt of prompt notification to Company by the copyright owner or the copyright owner's legal agent.
Without limiting the foregoing, if you believe that your work has been copied and posted on the Service or its Websites in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of where the material that you claim is infringing is located on the Service or its Websites; (iv) your address, telephone number, and email address; (v) a written 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; (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf. Company's Copyright Agent for notice of claims of copyright infringement can be reached as follows:
By email: firstname.lastname@example.org. With a copy by mail to: SceneMachine, LLC, 16 Euclid Avenue, Maplewood, NJ 07040. Phone: 917-608-2794 Fax: 973-843-1246.
If the Company has deleted or suspended access to any content you uploaded to the Service because of a complaint that the posting infringed someone else's copyrights and you disagree and want to have the content returned to you please provide the Company with a written response which contains the following within 10 days after receiving notification that the content has been deleted:
- Your physical or electronic signature;
- Identification of the Content that was deleted or made inaccessible;
- A statement under penalty of perjury that you have a good faith belief that the content removed or made inaccessible as a result of mistake or misidentification;
- Your name, address and telephone number and a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located, or if your address is outside of the United States, for any judicial district in which the Company may be found, and that you will accept service of process from the person who complained that posting the content constituted an intellectual property right infringement or from an agent of that person.
A copy of your response, including your name and address, will be sent to the person who complained about your posting, and unless this person files a lawsuit concerning the posting within 14 days of receiving a copy of your response, the deleted content will be returned to you.
5. Access to the Site
Availability. Company may change, suspend, or discontinue all or any part of the Service at any time, with or without reason. You acknowledge that the operation of our site may from time to time encounter technical or other problems and may not necessarily continue uninterrupted or without technical or other errors and Company shall not be responsible to you or others for any such interruptions, errors or problems or an outright discontinuance of the Service. Company has no obligation to continue producing or releasing new versions of the Service or any associated software and/or Content.
Account Access. Company may restrict, suspend, or terminate your access to all or any part of the Service, deactivate your account, or delete your account and all related information and files in your account. You acknowledge, consent and agree that Company may access, preserve, disclose or delete your account information and Content if required to do so by law or in a good faith belief that such act is reasonably necessary to: (a) comply with legal process; (b) enforce this Agreement; (c) respond to claims that Content violates the rights of third-parties; (d) respond to your requests for customer service; or (e) protect the rights, property, or personal safety of Company, its users and the public. After a period of inactivity, Company reserves the right to disable or terminate a user's account. If an account has been deactivated for inactivity, the name associated with that account may be given to another Registered User without notice to you or such other party.
Disputes Between Users. You are solely responsible for your interactions with other Users of the Service. Company reserves the right, but has no obligation, to monitor disputes between you and other Users.
6. Term And Termination
Term. This Agreement shall become effective upon your acceptance of the Terms by your use of the Service and shall remain in effect in perpetuity unless terminated hereunder. Either you or Company may terminate your account at any time, for any reason or no reason, without explanation. You agree and understand that Company has no obligation to remove content you have posted to the Service upon termination of your account.
Public Content. With respect to Content you mark with a Creative Commons license prior to deleting your account or terminating this Agreement, such license shall survive such deletion or termination. Company's license to display, sublicense, and syndicate Content also survives deletion of your accounts
Performance Royalty Waiver. Any performance royalty waiver made by Company before you deleted your Content survives the deletion.
6. General Provisions
U.S. Export Controls. Software available in connection with the Service (the "Software") is further subject to United States export controls. No Software may be downloaded from the Service or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk.
Accuracy. Opinions, advice, statements, offers, information or other Content made available through the Service are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. Company does not: (i) guarantee the accuracy, completeness or usefulness of any information on the service, and (ii) adopt, endorse nor accept responsibility for the accuracy or reliability of any opinion, advice, or statement made by any party other than Company. Under no circumstances will Company be responsible for any loss or damage resulting from anyone's reliance on information or other content posted on the service, or transmitted to or by any registered users.
Beta Releases Of All Or Portions Of The Service. The Service or portions of the Service may be labeled 'Beta.' All disclaimers and limitations of liability set forth herein apply to any Service or portion of the Service labeled 'Beta.' Further, you specifically agree that you understand that any Service or portion of the Service labeled 'Beta' may not perform with complete functionality, may be undergoing testing, may be inconsistently available, may have software 'bugs' and may have other issues affecting availability and functionality. In addition to all other disclaimers and limitations of liability herein, you specifically agree that Company is not responsible or liable for any error, problem, omission, malfunction, interruption, defect, delay, or failure, in any regard, concerning any Service or portion of the Service labeled 'Beta.'
Indemnity. You agree to indemnify and hold harmless Company, its officers, directors, employees, agents and third parties, harmless for any losses, costs, liabilities and expenses (including reasonable attorneys' fees) relating to or arising out of your connection to or Use of the Service, including any breach by you of the terms of this Agreement and any claims arising from the Content you submit, post, transmit or make available through the Service or its Websites, or your use of the Service or its Websites.
Rights Reserved. Company and user retain all rights and licenses not explicitly granted hereunder.
Binding agreement. This Agreement shall inure to the benefit of and be binding upon the parties and their respective successors and permitted assigns.
Choice of law and forum. These Terms, the relationship between you and Company, and any dispute involving the Service, the Websites or these Terms, shall be governed by (and construed and interpreted in accordance with) the laws of New Jersey, without regard to its conflict of law provisions or your actual state or country of residence. You hereby irrevocably submit to the personal and exclusive jurisdiction and venue of the federal and state courts serving the State of New Jersey, other than for actions to enforce any order or judgment entered by such courts, in the event of any dispute arising out of or relating to this Agreement.
The Services are Available "AS-IS": Your access to and use of the Services or any Content is at your own risk. You understand and agree that the Services is provided to you on an "AS IS" and "AS AVAILABLE" basis. Without limiting the foregoing, SCENEMACHINE AND ITS PARTNERS DISCLAIM ANY WARRANTIES, EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. We make no warranty and disclaim all responsibility and liability for the completeness, accuracy, availability, timeliness, security or reliability of the Services or any content thereon. The Company will not be responsible or liable for any harm to your computer system, loss of data, or other harm that results from your access to or use of the Services, or any Content. You also agree that the Company has no responsibility or liability for the deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Services. We make no warranty that the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. No advice or information, whether oral or written, obtained from the Company or through the Services, will create any warranty not expressly made herein.
Links: The Services may contain links to third-party websites or resources. You acknowledge and agree that we are not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by the Company of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.
Limitation of Liability: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SCENEMACHINE AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (ii) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; (iii) ANY CONTENT OBTAINED FROM THE SERVICES; AND (iv) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, WHETHER OR NOT SCENEMACHINE HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
Exclusions: Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.
Waiver and Severability. The failure of Company to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. In the event that any provision of these Terms is held to be invalid or unenforceable, the remaining provisions of these Terms will remain in full force and effect.
Third Party Rights. Except as specifically set forth to the contrary, nothing in this Agreement shall confer any rights or benefits to third parties.