This Site Use Agreement constitutes legally binding terms and conditions and applies to your use of www.storyworksmusic.com (the "Site"), whether you are accessing the Site via a personal computer, a wireless or mobile device or any other technology or device now known or hereafter developed or discovered (each, a "Device"). The Site is made available by Storyworks Music Collection ("Storyworks", "we", "our" or "us") and the term "Site" includes all (a) websites and web pages within the Site, as well as any equivalent, mirror, replacement, substitute or backup websites and web pages that are linked to or associated with the Site and (b) all products, applications, features, functionality and services offered by Storyworks on the Site (collectively, "Site Services"). This Agreement governs only the Site, and the content, features, and activities made available on the Site, and does not govern other websites or any corresponding content, features, and activities made available by any third party, unless specifically stated.
Use of the Site (excluding use of the songs embodied on the Site) is free to all Users. If a fee is charged and Storyworks terminates your use of the Site because you have breached this Agreement, the Additional Terms or the Rules, you shall not be entitled to a refund of any unused portion of any fees, payments or other consideration payable by you.
You are solely responsible for your conduct on the Site and the use of the Site for unlawful or harmful activities is not allowed. You represent, warrant and agree that, in connection with your use of the Site, you shall not:
1. intentionally or unintentionally engage in or encourage conduct that would violate any applicable local, state, national or international law, rule, regulation, judicial or government order or treaty or give rise to civil liability or violate or infringe upon any intellectual property, proprietary, privacy, moral, publicity or other rights of ours or of any other person or entity;
2. submit, post, email, display, transmit or otherwise make available on, through or in connection with the Site any material or take any action that is or is likely to be unlawful, harmful, threatening, abusive, tortious, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy or publicity rights, harassing, profane, obscene, vulgar or that contains explicit or graphic imagery, descriptions or accounts of excessive violence or sexual acts (including, without limitation, sexual language of a violent or threatening nature directed at another individual or group of individuals), contains a link to an adult website or is patently offensive, promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
3. submit, post, email, display, transmit or otherwise make available on, through or in connection with the Site any material that you do not have a right to make available under any law, rule or regulation or under contractual or fiduciary relationships (such as inside information, proprietary or confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements), or otherwise creates a security or privacy risk for any other person or entity;
4. intentionally or unintentionally engage in or encourage conduct that affects adversely or reflects negatively on Storyworks, the Site (including, without limitation, the composer whose works are available on the Site), our goodwill, name or reputation or causes duress, distress or discomfort to us or anyone else, or discourage any person or entity from using all or any portion, features or functions of the Site, or from advertising, linking or becoming a supplier to us in connection with the Site;
5. submit, post, email, display, transmit or otherwise make available on, through or in connection with the Site any material that contains a software virus, worm, spyware, Trojan horse or other computer code, file or program designed to interrupt, impair, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
6. use the Site to engage in barter arrangements, pyramid schemes, advertising, marketing or offering goods or services or exploiting information or material obtained on, through or in connection with the Site, whether or not for financial or any other form of compensation or through linking with another website or web page;
7. modify, disrupt, impair, alter or interfere with the use, features, function, operation or maintenance of the Site or the rights or use or enjoyment of the Site by any other User;
8. impersonate any person or entity, or falsely state or otherwise represent your affiliation with a person, entity or User Posting (as defined herein), transmit or otherwise make available on, through, or in connection with the Site false or misleading indications of origin, information or statements of fact;
9. forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted on, through or in connection with the Site, including User Postings (as defined herein);
10. solicit passwords or personal identifying information for commercial or unlawful purposes from other Users or engage in spamming, flooding, harvesting of email addresses or other personal information, "spidering", "screen scraping,", "phishing", "database scraping," or any other activity with the purposes of obtaining lists of Users or other information.
Storyworks reserves the right to investigate and take appropriate legal action against anyone who, in Storyworks’ sole discretion, violates, or is suspected of violating, this Section, including, without limitation, reporting you to law enforcement authorities. Further, you acknowledge, consent and agree that we may access, preserve and disclose your account and registration information and any other content or information if required to do so by law or if based on a good faith belief that such access, preservation or disclosure is reasonably necessary to (i) comply with the legal process; (ii) enforce this Agreement; (iii) respond to claims that any content or information violates the rights of any third party; (iv) respond to your requests for customer or technical service; or (v) protect the rights, property or personal safety of Storyworks, its Users or any third parties.
As between you and Storyworks, Storyworks owns, solely and exclusively, all right, title and interest in and to the Site and all content contained and/or made available on, through or in connection therewith (the "Content"), and all such Content is protected, without limitation, under U.S. Federal and State, as well as applicable foreign laws, rules, regulations and treaties. The term "Content" includes, without limitation, all video (and the sound recordings and musical compositions embodied therein), audio sound recordings and the musical compositions embodied therein, artwork, photographs, illustrations, graphics, logos, copy, lyrics, text, computer code, data, user interfaces, visual interfaces, information, materials, and all copyrightable or otherwise legally protectable elements of the Site, including, without limitation, the design, selection, sequence, look and feel, and arrangement of the Site, and any copyrights, trademarks, service marks, trade names, trade dress, patent rights, database rights and/or other intellectual property and/or proprietary rights therein including all goodwill, and including with respect to any content contained and/or made available in any advertisements or information presented to you via the Site. Unless the context clearly requires otherwise or we explicitly set forth in writing, the term "Site" includes "Content" as well.
You must not alter, delete or conceal any copyright, trademark, service mark or other notices contained on the Site, including, without limitation, notices on or in any Content you license from us, or which Content you transmit, display, print, stream or reproduce from the Site. Except as expressly authorized by Storyworks (e.g., pursuant to Site Services that allow for the use of embeddable or viral features, etc.), you shall not, nor shall you allow any third party (whether or not for your benefit or otherwise) to, reproduce, modify, create derivative works from, display, perform, publish, distribute, disseminate, broadcast or circulate to any third party (including, without limitation, on or via a third party website or platform), or otherwise use, any Content without the express, prior written consent of Storyworks or its owner if Storyworks is not the owner. Any unauthorized or prohibited use of any Content may subject you to civil liability, criminal prosecution, or both, under applicable federal, state, local laws, or applicable foreign laws, rules, regulations and treaties. We require users to respect copyrights, trademarks, and other intellectual property rights and we shall aggressively enforce same to the fullest extent of the law, including seeking criminal prosecution. We likewise respect the intellectual property of others. If you believe that the Site contains elements that infringe your copyrights in your work, please follow the procedures set forth below.
If you are a copyright owner or an agent thereof and believe that any content on the Site infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Designated Agent (as set forth below) with the following information in writing (see 17 U.S.C. 512(c)(3) for further details):
1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the Site are covered by a single notification, a representative list of such works on the Site;
3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit us to locate the material;
4. Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if applicable, email address;
5. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law;
6. A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Written notification of claimed infringement must be submitted to the following Designated Agent:
Name and Address of Designated Agent: Joshua Peterson, c/o Storyworks Music Collection, PO Box 221333 25548 The Old Road, Stevenson Ranch, CA, 91381.
Email Address: firstname.lastname@example.org.
If you believe your content that we removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to applicable law, to make such content available to Storyworks for use on the Site, you may send a counter-notice containing the following information to our Copyright Agent:
1. Your physical or electronic signature;
2. Identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
3. A statement that you have a good faith belief that the content was removed or disabled as a result of a mistake or a misidentification of the content; and
4. Your name, address, telephone number, and, if applicable, email address, and a statement that you shall accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by our Copyright Agent, we may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider or the User, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.
USE OF THE SITE
You may license music from our catalog using features on the Site only if you pay in full the prices and fees (including, without limitation, all applicable taxes) for any purchases you make via credit, debit or charge card or other payment means acceptable to Storyworks concurrent with your order. If payment is not received by us from your credit, debit or charge card issuer or its agents or other payment service provider, you agree to promptly pay all amounts due upon demand by us.
From time to time, you may choose to communicate with, interact with, or obtain goods and services of or from third parties such as our advertisers, sponsors, or promotional partners (collectively, the "Advertisers") found on or through the Site or a linked site. All such communication, interaction and participation is strictly and solely between you and such Advertisers and we shall not be responsible or liable to you in any way in connection with these activities or transactions (including, without limitation, any representations, warranties, covenants, contracts or other terms or conditions that may exist between you and the Advertisers or any goods or services you may purchase or obtain from any Advertiser).
THIRD PARTY LINKS
You agree to defend, indemnify and hold Storyworks, its successors and assigns, directors, officers, employees, representatives, agents, licensors, Advertisers, suppliers, vendors and operational service providers harmless from any and all claims, liabilities, damages, losses, costs and expenses (including reasonable attorneys’ fees) (collectively, "Claims"), arising in any way out of or in connection with (a) your use of the Site, (b) your breach or violation this Agreement or (c) your User Postings. Storyworks reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with our defense of such Claim.
DISCLAIMER, LIMITATIONS OF LIABILITY
This site, and all content, products, services and user postings are made available on an "as is" and "as available" basis, without any representation or warranty of any kind, express or implied, or any guaranty or assurance the site will be available for use, or that all products, features, functions, services or operations will be available or performed as described.
Without limiting the foregoing, we are not responsible or liable for any malicious code, delays, inaccuracies, errors, or omissions arising out of your use of the site. You understand, acknowledge and agree that you are assuming the entire risk as to the quality, accuracy, performance, timeliness, adequacy, completeness, correctness, authenticity, security and validity of any and all features and functions of the site, including, without limitation, content associated with your use of the site.
Some jurisdictions do not allow for the exclusion of certain warranties or certain limitations on damages and remedies, accordingly some of the exclusions and limitations described in this agreement may not apply to you.
The validity, interpretation and legal effect of this agreement shall be governed by the laws of the state of California applicable to contracts entered into and performed entirely within the state of California. You agree that the state and federal courts located in Los Angeles County, California shall have exclusive jurisdiction over claims or disputes arising under or otherwise in connection with this agreement, and you hereby submit the jurisdiction of such courts. Notwithstanding the foregoing, we and our assignees, successors and designees may seek injunctive or other equitable relief in any jurisdiction to enforce the terms of this agreement and our rights hereunder.
Last modified 4/25/16
This Site may also use a variety of third party advertising networks, data exchanges, traffic measurement service providers, marketing analytics service providers and other third parties to, for example, serve advertisements on the Site, facilitate targeting of advertisements and/or measure and analyze advertising effectiveness and/or traffic on the Site. Such services may enable us to display advertisements based on your visits to the Site and other websites you have visited. Targeting services enable us to, among other things, help deliver advertisements or other content to you for products and services that you might be interested in, to prevent you from seeing the same advertisements too many times and to conduct research regarding the usefulness of certain advertisements to you.
SHARING AND DISCLOSURE OF INFORMATION WE COLLECT
Certain Personal Information associated with post you have made may be intended for disclosure, such as your username. We will disclose any such Personal Information in connection with the display of, and other services relating to, such post and by submitting a post on our Site you affirmatively consent to the distribution of your Personal Information as described herein.
We also have the right to disclose your Personal Information and other information to third parties for the purpose of administering and maintaining the Site’s services, features, functions and operations. We will refer to these third parties as "Site service providers". We use Site service providers to efficiently provide the full range of content, activities, services, features and functions we bring you and we disclose your Information to Site service providers for the purpose of providing services to us. These Site service providers may temporarily store some information on their servers, but they may only use your Personal Information to provide us with a specific service and not for any other purpose.
CHILDREN AND PARENTAL CONSENT
Our Site is directed to the general public. We do not knowingly collect information from children under 13 years of age or have any reasonable grounds for believing that children under the age of 13 are accessing our Site or availing themselves of the services we offer. If we learn that we have inadvertently collected Personal Information from a child under age 13, we will delete that information as quickly as possible. If you believe that we might have any information from a child under age 13, please contact us. If you are between the ages of 13 and 18 please ensure that you have your parent’s or guardian’s consent to register and/or before you provide any personal data to the Site. Do not provide us with personal data if you are between the ages of 13 and 18 and have not obtained this consent.
While we use standard security procedures and practices relative to safeguarding your Information, no Internet data transaction can be guaranteed as 100% secure. We maintain commercially reasonable physical, electronic and procedural safeguards to protect your Personal Information. Consequently, while we strive to protect and conserve your Personal Information, we do not guarantee or attest comprehensive security of your Personal Information transmission.If you transmit Personal Information to us, you do so at your own risk. We also limit access to the Site by our own employees, contractors, Site service providers and those individuals who are authorized for the proper handling of such information. We request that our third party contractors and Site service providers follow similar standards of security and confidentiality.
3rd PARTY LINKS
ACCURATE PERSONAL INFORMATION
Copyright © 2017 STORYWORKS MUSIC
STANDARD TERMS & CONDITIONS
Storyworks Music Collection
PO Box 221333 25548 The Old Road, Stevenson Ranch, CA, 91381
LICENSE AGREEMENT – STANDARD TERMS AND CONDITIONS
You are entering into a license agreement with Storyworks(“Storyworks”) to license from Storyworks (”Licensee”, “you” or “your”) one (1) sound recording (“Master”) and one (1) underlying musical composition embodied in the Master (the Master and the composition embodied thereon and any part(s) thereof shall hereinafter be referred to individually and collectively as the “Musical Work”) owned and controlled by Storyworks. The license agreement is comprised of this document, together with the applicable single Standard License you selected (as defined below), and an invoice (“Invoice”) rendered to you in connection with the transaction referred to above (collectively, the “License Agreement”) and constitutes a binding agreement between you and Storyworks.
1. Conditioned upon receipt of payment in full from you of the applicable licensing fee (“Fee”), Storyworks grants you the right to incorporate the Musical Work in your production (“Production”) solely for the single use, territory, term, scope and other parameters you selected from our website specified in the Invoice and which is a single Standard License available as a click-through license by
Storyworks on its website. For avoidance of doubt and for purposes of clarity, the available Standard Licenses for selection by the click-through process is attached to this License Agreement and the terms contained therein are incorporated herein by reference. The license granted by Storyworks to you in respect of the Musical Work is a nonexclusive, non-transferable, single purpose license and is subject to the terms and conditions of this License Agreement.
2. The license granted to you does not authorize or permit any use of the Musical Work not expressly set forth in this License Agreement. The terms of this License Agreement are limited to the use of the Musical Work in incorporation with your Production only as authorized by Storyworks in accordance with the terms of the single Standard License selected by you and subject in all respects to the restrictions set forth therein and without limiting the foregoing, does not include the following rights and you may not use the Musical Work: (a) for any unlawful activity or in any manner or any means which may be deemed by a reasonable person to be detrimental to Storyworks and/ or to the copyright owner(s) of the Musical Work; (b) on phonorecords, (c) on any premium streaming service, whether interactive or on demand and/or (d) in any manner not specifically enumerated herein or with respect to which no grant of rights is specified. Furthermore, you may not (i) alter the fundamental character of the music or the lyrics of the Musical Work; (ii) parody the music or the
lyrics of the Musical Work; (iii) make foreign adaptations and/or translations of the music and/or lyrics of the Musical Work; (iv) use the story of the Musical Work or dramatically depict the Musical Work; (v) use the title of the Musical Work or the name of the artist and/or songwriter(s) except for the purposes of any required credit, and/or (vi) otherwise alter, edit or remix the Musical Work. This license shall not transfer to you nor shall you assert any ownership interest whatsoever (including, but not limited to, copyright, trademark, and/or goodwill) in or to the Musical Work. In no event shall the Musical Work be featured separately from the approved use, or be offered or provided in or as a non-linear, downloadable, or alterable file. You expressly acknowledge and agree that no right of public performance of the Musical Work is granted under this License Agreement and you shall be responsible for securing all necessary public performance licenses and paying all public performance fees. Storyworks reserves all rights not expressly granted under this License Agreement.
3. You have the right to use or refer to the name(s) of the author(s) and performer(s) of the Musical Work in the credits, and in any promotions, advertisements and publicity of the Production. In this regard, you agree upon our request, to accord credit in substantially the same manner as you accord credit to all other participants in the Production.
4. This License Agreement shall terminate automatically and immediately upon Licensee’s insolvency, assignment for the benefit of creditors, the appointment of a receiver or the breach by you of any of the provisions of this License Agreement. Storyworks shall have the right to obtain injunctive relief as a result of any use by you of the Musical Work after termination of this License Agreement in addition to any other rights and remedies available, including without limitation pursuing an action at law for copyright infringement in the Musical Work.
5. If the applicable Standard License permits you to use the Musical Work in synchronization with your Production on the Internet or any other online or interactive device or distributed media, you shall use your best efforts to ensure that users may not copy, capture or download the Musical Work either alone or as synchronized with your Production.
6. Storyworks represents and warrants that it has the right and authority to enter into this License Agreement with you and grant you the rights herein granted. Notwithstanding the preceding sentence, you acknowledge and agree that in granting you these rights, Storyworks is relying on the rights it has received from the copyright proprietors of the Musical Work.
7. The performance of any Composition in the exhibition of any program materials authorized hereunder may be
made by systems having valid performance licenses from the American Society of Composers Authors and Publishers (“ASCAP”), Broadcast Music, Inc. (“BMI”), Society of European Stage, Authors and Composers (“SESAC”) or other applicable performing rights societies, as the case may be. The performance of any Composition in the exhibition of any program materials authorized hereunder by systems not having licenses there from is subject to clearance of the performing right either from ASCAP, BMI, SESAC or other applicable performing rights society, in accordance with their customary practices and the payment of their customary fees. This agreement shall not supersede any clearances with regard to any Composition or Master authorized hereunder as required by performance right societies in such portion of the Territory as is outside of the United States and its possessions, which shall be in accordance with their customary practices and the payment of their customary fees to the extent required hereunder.
8. Licensee agrees that it shall not use the Recording(s) in any of the manners described below:
a. Projects and products which incorporate Recording(s) may not be “monetized,” which involves the Licensee:
(i) placing a video or videos containing Recording(s) on video hosting services such as, but not limited to YouTube,
(ii) authorizing the presence of advertising with such video(s), and
(iii) being entitled to a share of the revenues from any such advertising.
b. The Recording(s) may not be sold as standalone music files, or included in any other media/stock product, library, or collection for distribution or resale. Licensee may not disassemble, decompile, reverse engineer, translate, or otherwise decode the Recording(s) for any reason whatsoever.
c. If Licensee provides Recording(s) or works incorporating the Recording(s) to a client as part of its work product, the client may not reuse the Recording(s) or works incorporating the Recording(s) for any purposes other than a review of Licensee’s work product without purchasing a separate license.
d. Recording(s) may not under any circumstances be used in or in conjunction with, or in any way that might be considered pornographic, obscene, immoral, or illegal.
e. Recording(s) shall not be used in conjunction with sensitive subject matter without the prior written consent of Storyworks Music Collection; “sensitive subject matter” includes but is not limited to sexual activity or sexual- oriented nudity; tobacco, alcohol, or drug use; health issues and bodily functions; illegal activities; and excessive or graphic violence.
f. Recording(s) may not be used in a way that may be considered defamatory, libelous, or fraudulent, or in a way that is derogatory of any race, nationality, ethnic identity, gender or sexual orientation, or political or religious belief,
whether directly or in context or juxtaposition with other materials.
g. Recording(s) may not be used in any manner that creates a false inference or places the Recording(s) in a context that is likely to result in bringing the Recording(s), Storyworks Music Collection, or any Artist into public disrespect, scorn, contempt, scandal, ridicule, or that is likely to tend to shock, insult, or offend the community or public morals or decency or prejudice Storyworks Music Collection, its Composer, or any person or property in the Recording(s), or otherwise detract from or negatively affect the public image of Storyworks Music Collection or its Composer.
9. The parties to this Agreement are independent of each other. Nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representation, or employment relationship between the parties. Neither party has authority to make or accept any offers or representations on behalf of the other party.
10. Licensee shall defend, indemnify and hold harmless Storyworks, its affiliates and their respective directors shareholders, officers, members, agents, employees successors and assigns and the copyright proprietors of the Musical Work, from and against any and all liability, damages and loss, costs and expenses (including without limitation attorneys’ fees and costs), arising from or related
to your breach of this Agreement or your unauthorized use of the Musical Work.
11. Except as specified herein, Storyworks makes no warranty, express or implied, regarding the musical work, including without limitation any implied warranties of merchantability or fitness for a particular purpose or noninfringement. Except for any liability which cannot by law be excluded or limited, neither Storyworks nor any third party copyright proprietor shall be liable to you for indirect, incidental, special or consequential damages arising out of, or relating to the use of the musical work, whether frames as a breach of warranty, in tort, in contract, or otherwise. In no event shall Storyworks’s or any third party copyright proprietor’s liability for any claim arising from the use of the musical work exceed the fees stated in the invoice, regardless of the number or type of claims.
12. This License Agreement sets forth the entire agreement and understanding between you and us with respect to the subject matter hereof and supersedes all prior agreements and understandings, if any, whether oral or written pertaining thereto. This License Agreement may not be changed or modified, or any covenant, representation, warranty or provision hereof waived, except by an agreement in writing, signed by the party against whom enforcement of the change, modification or waiver is sought, and not otherwise. This Agreement shall
inure to the benefit of and be binding on the parties, their successors and assigns, except that the license issued to you pursuant to this License Agreement is personal to you and you may not assign or transfer this License Agreement or any of the rights granted to you and any such assignment shall be void ab initio.
13. The validity, interpretation and legal effect of this agreement shall be governed by the laws of the state of California applicable to contracts entered into and performed entirely within the state of California. You agree that the state and federal courts located in Los Angeles County, California shall have the exclusive jurisdiction over claims or disputes arising under or otherwise in connection with this agreement, and you hereby submit the jurisdiction of such courts. Notwithstanding the foregoing, we and our assignees, successors and designees may seek injunctive or other equitable relief in any jurisdiction to enforce the terms of this agreement and our rights hereunder.
14. YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. YOU FURTHER AGREE THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN YOU AND THE STORYWORKS MUSIC COLLECTION WHICH SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND
ANY OTHER COMMUNICATION BETWEEN YOU AND THE STORYWORKS MUSIC COLLECTION RELATING TO THE SUBJECT OF THIS AGREEMENT.