Membership Agreement and Terms of Use
THIS IS A LEGALLY ENFORCEABLE CONTRACT
PLEASE READ IT CAREFULLY
Thank you for your interest in MyBeatShop.Com. Before you become a member of and conduct business on this site, you must agree to the following terms.
If you are unclear about any of these terms, please contact
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prior to becoming a member and conducting business on with us. Do not become a member until you have carefully read, clearly understood, and fully agreed to be bound by these terms.
By joining this site, you accept these terms and conditions as well as the privacy policy of this website, and this shall serve as a contract between MyBeatShop.Com LLC (hereafter “MyBeatShop.Com”, or “we” or “us”) and you (hereafter “you”, or “User” or “Producer” as applicable) which may be legally enforced against both parties.
First, some definitions and background information:
A) “Site” (or plural “Sites”) shall mean MyBeatShop.Com and all of our other related or partner websites.
B) “Beat” (or plural “Beats”) means any musical material that is subject to being uploaded to or downloaded from the Site (e.g. drum-beats, music, or other recorded performance or instrumentation of any kind).
C) “Producer” refers to the person who has composed, written, produced, and otherwise created a Beat available on the Site for downloading by the users.
D) You may license Beats from this site (as a “User”), or to others through this site (as a Producer) for two (2) types of uses:
1) Distribution: by physical means (CDs, vinyl, etc. . ) and digitally (i.e. through iTunes®, eMusic, etc. . .) provided, however that the User must make a “derivative” of the Beat by adding additional vocals, etc. . .; and/or
2) Synchronization: when the User fixes or synchronizes the Beat in time-relation with images in a motion picture, television show, student film, short film, slide show, video game, or any other visual media i.e. as background music for a scene, commercial, etc. . . You may not synchronize a Beat purchased for Distribution unless you also pay the Synchronization fees for such Beat.
E) “New Work” as used here refers to a Beat that has been transformed into a derivative work by the User’s addition of vocals or harmonies or live instrumentation, etc. . ..
F) For clarification, a Beat licensed for Distribution must be transformed to a derivative New Work before Distribution. A Beat licensed for Synchronization does not need to be turned into a New Work, but if it is, a Distribution license is also required in addition to the Synchronization licensed in order for the New Work to be synchronized.
I. PURCHASING AND/OR DOWNLOADING BEATS FOR DISTRIBUTION.
When purchasing Beats from MyBeatShop.Com for Distribution, you agree to the following (this section does not apply to Synchronization; for Synchronization, see Section II below):
1) Non-Exclusive License: You are being granted non-exclusive license (permission) to distribute such Beat pursuant to the guidelines below. MyBeatShop.Com and the Producer have the right to license the Beat to others. A Beat designated as “exclusive” will be licensed to only one (1) User by MyBeatShop.Com. The Producer of an exclusive Beat is legally prevented from licensing such Beat to others. The worldwide copyright of the composition and recording of such Beat remains 100% the property of the Beat’s Producer.
2) Your license grants you only the following rights:
a) Modification of the Beat: You may make only one (1) derivative of such Beat (e.g. by adding vocals and harmonies, adding live instrumentation, etc. . .), referred to as the “New Work”. If you wish to create more than one (1) New Work from the original Beat, you must obtain an additional license and pay an additional fee as though you were purchasing such Beat again. You may not assign, transfer, or sub-license your rights in the Beat to any other person or entity, but you may sub-license the distribution rights to the New Work to music distributors as further described in subparagraph (c) below.
b) Ownership of the New Work: You will own solely your contributions to the New Work. The Producer retains ownership of the underlying Beat. Your contribution to the New Work must be original and sufficiently distinctive.
c) Commercial Exploitation of the New Work: conditioned upon your obligation to give Producer and MyBeatShop.Com mandatory credit described in paragraph 3 below, you shall have the worldwide right to (i) reproduce (copy), and (ii) distribute up to five thousand (5,000) physical and digital units combined of the New Work, as well as the right to sub license the foregoing (i.e. to a distributor). You may not Synchronize a New Work unless you pay obtain a Synchronization license pursuant to the section below.
d) Public Performance of the New Work: You shall have the worldwide right to publicly perform the New Work, but you must register the New Work with either ASCAP / BMI / or SESAC, and you shall afford Producer 50% writer credit when registering a New Work.
3) Mandatory Credit: you must provide clear and legible credit on the packaging and in the metadata fields of downloadable copies of the New Work, and in any place where credit otherwise appears as follows:
“[_____name of New Work__________]” by [__Name of i.e. singer___]
Produced by www.MyBeatShop.Com/[name of Producer]
4) Delivery of Beats to Users: Upon our receipt of your payment, the Beat will be made available for download for seven (7) days through a secure password-protected link. The link will be emailed upon our receipt of payment.
5) Delivery Format: We shall have the right to (a) deliver Beats to the Users from the Sites in non-DRM protected, unencrypted mp3 format (or, at our choosing, in any other generally accepted format), subject to the Sites’ other delivery terms and conditions.
II. PURCHASING AND/OR DOWNLOADING BEATS FOR SYNCHRONIZATION.
When purchasing Beats from MyBeatShop.Com for Synchronization, you agree to the following. (This section does not apply to buying Beats for Distribution only; for Distribution only, see above Section I); This section also applies to the Synchronization of a New Work:
1) Non-Exclusive License: You are being granted non-exclusive license (permission) to synchronize the Beat pursuant to the guidelines below. MyBeatShop.Com and the Producer have the right to license the Beat to others. A Beat designated as “exclusive” will be licensed to only one (1) user by MyBeatShop.Com. The Producer of an exclusive beat is legally prevented from licensing such Beat to any others. The worldwide copyright of the composition and recording of such Beat remains 100% the property of the Beat’s Producer.
2) Rights Granted: Conditioned upon your obligation to give Producer and MyBeatShop.Com credit below, your license only grants you the following right
a) Synchronization: to (i) synchronize the Beat in time-relation with images in a motion picture, television show, student film, short film, slide show, video game, or any other visual media (hereafter the “Video”) i.e. as background music for a scene, commercial, etc. . and to (ii) reproduce (copy) and distribute unlimited number of physical and digital units of such Video in any format (i.e. VHS, DVD, flash memory), as well as the right to sub license the foregoing (i.e. to a distributor).
c) You may not change a Beat purchased for Synchronization: You may not make a derivative of the Beat which you have purchased for synchronization unless you also purchase such Beat for Distribution and pay the additional purchase price. Likewise, you may not synchronize a New Work unless you purchase the Beat for Synchronization in addition to purchasing it for Distribution.
d) Public Performance of the Beat: You shall have the worldwide right to publicly perform the Beat, but you must afford Producer 100% writer credit on “cue sheets”.
e) Public Performance of the New Work: When obtaining a Synchronization license to a Beat in addition to a Distribution license, you shall have the worldwide right to publicly perform the New Work, but, as above, you must register the New Work with either ASCAP / BMI / or SESAC, and you shall afford Producer 50% writer credit when registering.
3) Mandatory Credit: With respect to all synchronization uses of a Beat, you must provide clear and legible credit in any place where credit otherwise appears as follows:
“[_____name of Beat__________]”
Produced by www.MyBeatShop.Com/[name of Producer]
III. SELLING AND/OR UPLOADING YOUR BEATS AS A PRODUCER.
When selling or uploading your Beats as a Producer to MyBeatShop.Com, you agree to the following:
1) (a) Uploading Beats: Producers must upload a Beat of no less than three (3) minutes and no more than ten (10) minutes, in unencrypted mp3 format (or, upon notice by us, in any other generally accepted format), subject to the Sites’ other delivery terms and conditions. We shall have the right to, in our discretion, convert the format of a Beat or make any other technical modifications required to render it suitable for distribution on the Sites. Producers shall not upload any beats containing vocal tags or audio-watermarking of any kind.
(b) Titles / Descriptions / Watermarking: We shall have the right to (i) add a title and description to a Beat if Producer fails to do so, or if we, in our good faith judgment, determine that the title or description of a Beat is inappropriate, inadequate or erroneous, and (ii) insert audio-watermarking on a Beat during streaming or in downloads to indicate MyBeatShop.Com as the source of the Beat or otherwise in our discretion for security purposes.
(c) Capacity / Memory: Your membership provides you with an initial memory space of 10MB or one (1) Beats, whichever is used up first. You may obtain additional space on the Site to sell your Beats in one (1) ways:
(i) Purchase: You may purchase additional space at 100MB ( 10 Beats) increments for $9.99
2) Posting on the Site: We shall have the right to reproduce, distribute, sell, promote, and advertise your Beats on the Sites, and allow for the performance (streaming) and physical delivery (downloading) of your Beats to the public from such Sites, as well as up to sixty (60) second snippets of the Beats for sampling purposes.
3) (a) Non-Exclusive License: You authorize us to grant non-exclusive licenses (permission) to the Sites’ Users to download and use such Beats pursuant to the Sites’ terms and conditions. You shall retain the right to license Beats to other persons through MyBeatShop.Com and any other channel.
(b) Exclusive License: If you designate a beat as “exclusive”, you authorize us to grant an exclusive license to such Beat to one (1) User only. You shall not license Beats designated as “Exclusive” to any other persons or entities either from MyBeatShop.Com or any other channel whatsoever.
4) Copyright: The worldwide copyright of the composition and recording of your Beats remains 100% your property.
5) Rights Granted: You are granting the following rights to your Beats to the users of MyBeatShop.Com:
a) Modification of the Beat: The Users shall have the right to modify and make derivatives of your Beats (e.g. by adding vocals and harmonies, adding live instrumentation, etc. . .), each referred to as the “New Work”.
b) Ownership of the New Work: The Users will own solely their contributions to the New Work. You shall retain ownership of the underlying Beat.
c) Commercial Exploitation of the New Work (applies to Distribution Licenses only): The Users shall have the worldwide right to (i) reproduce (copy), and (ii) distribute physical and digital units of the New Work. We will, in the Sites’ terms and conditions, limit such rights to 5,000 initial physical and digital units combined, and require an additional payment for each additional 5,000 increments sold.
d) Synchronization of the Beat (applies to Synchronization licenses purchased either separately, or in addition to a Distribution license): The Users shall have the right to (i) synchronize the Beat in time-relation with images in a motion picture, television show, student film, short film, slide show, video game, or any other visual media (hereafter the “Video”) i.e. as background music for a scene, commercial, etc. . and to (ii) reproduce (copy) and distribute unlimited number of physical and digital units of such Video in any format (i.e. VHS, DVD, flash memory), as well as the right to sub license the foregoing (i.e. to a distributor).
e) Public Performance of the New Work (applies to Distribution and Synchronization licenses): The Users shall have the right to publicly perform the New Work. We will, in the Sites’ terms and conditions, require the Users to register the New Work with either ASCAP / BMI / or SESAC, and to afford you no less than 50% writer credit when registering.
f) Public Performance of the Beat (applies to Synchronization licenses only): The Users shall have the worldwide right to publicly perform the Beat. We will, in the Site’s terms and conditions, require the Users to give you 100% writer credit on “cue sheets”.
6) Credit: We will, in the Sites’ terms and conditions, require the users to provide clear and legible credit on the packaging and in the metadata fields of downloadable copies of the New Work, and in any place where credit otherwise appears as follows:
For Distribution and Synchronization of a New Work:
“[_____name of New Work__________]” by [__Name of i.e. singer___]
Produced by www.MyBeatShop.Com/[name of Producer]
For Synchronization of a Beat:
“[_____name of Beat__________]”
Produced by www.MyBeatShop.Com/[name of Producer]
III. PAYMENT.
1) (a) Payment from Users: Users shall pay the listed Distribution price and/or Synchronization Price (as applicable) for each Beat in good and immediately available funds in US Dollars, either through PayPal® or by any other payment method then authorized from the Site prior to the use of the Beat. Users shall also pay all additional costs and fees related to any returned payments, insufficient funds, or other complications not caused by us. ALL TRANSACTIONS ARE FINAL. REFUNDS WILL ONLY BE MADE FOR TECHNICAL DEFECTS WHICH ARE BROUGHT TO OUR ATTENTION WITHIN SEVEN (7) DAYS OF THE DELIVERY OF BEATS. NO REFUNDS OR CREDIT WILL BE MADE FOR ANY OTHER REASON. The foregoing also apply to the purchase of additional memory space on the Site.
(b) Payment to Producer: We pay Producers 80% of our actual receipts from the sales and licensing (including renewals) of Beats on MyBeatShop.Com within ninety (90) days after payment has been received. Payment will be made through PayPal® or by any other payment method then authorized from the Site. We shall be paid an additional $2.00 per Beat as a check processing fee with respect to amounts received by us by check. You are responsible for all PayPal® or other fees regarding payments made to you or otherwise to maintain your accounts current. You shall not be entitled to any portion of processing fees or insufficient fund charges we may collect from the users. We shall use our reasonable efforts to minimize bad / fraudulent transactions and to collect unpaid funds through various reasonable and practicable means. However, we shall not be responsible to pay you for any transaction for which we have not actually received payment. You shall reimburse us (or, at our election, we shall have the right to deduct from any future payments to you) your share of any amounts refunded by us to users because of technical defects.
IV. WARRANTIES AND REPRESENTATIONS.
1) Users’ Warranties and Representations: By purchasing or downloading a Beat from MyBeatShop.Com, you warrant and represent that:
a) Originality / Non-defamatory or Legally Obscene: your contribution to the New Work will be 100% original and will not infringe the rights of any other person or entity. Your contribution to the New Work will not be defamatory or legally obscene.
b) Samples: You realize a beat purchased from MyBeatShop.com may contain third-party samples or musical interpolations which may need to be cleared by you, the purchaser, before distribution. Your contribution to the New Work will not contain any third-party samples or musical interpolations unless you have legally cleared all composition and recording rights to such sample or interpolation in writing.
c) Lawful purposes: you shall only use the Beat and New Work as per the terms of this document, and for lawful purposes.
d) Indemnity: In the event that any of the foregoing warranties turn out to be untrue or inaccurate, or with respect to any other matter relating to your contributions to the New Work or otherwise related to your activities or failures, you agree to indemnify us and hold us harmless against any claim or legal action brought about by any person or entity, and you shall pay all of our costs and legal fees in defending ourselves against such claim or action. We shall also have the right to withhold from payments otherwise owed to you any amounts reasonably necessary to pay for the foregoing costs of defending ourselves against such claims.
2) Producers’ Warranties and Representations: By uploading a Beat to MyBeatShop.Com, you warrant and represent to MyBeatShop.Com and to the Users that:
a) Originality / Non-defamatory or Legally Obscene: The Beat is 100% original and will not infringe the rights of any other person or entity, and it is not defamatory or legally obscene.
b) Quality: The Beat is in a technically satisfactory condition in keeping with normal digital delivery standards
c) Samples: The Beat does not contain any third-party samples or musical interpolations unless you have legally cleared all composition and recording rights to such sample or interpolation in writing.
d) Compliance with restrictions and Laws: you will strictly comply with all of the restrictions contained in these Terms and Conditions including but not limited to the exclusivity restrictions, and will not grant others any rights which may in any way take away from the rights you have granted to MyBeatShop.Com and the Sites, and the Users. You shall obtain all business licenses, permits, and other permissions necessary to allow you to conduct business on the Site, and shall be responsible for all third party payments (i.e. taxes, etc. . ) associated with such business conduct.
e) Indemnity: In the event that any of the foregoing warranties turn out to be untrue or inaccurate, or with respect to any other matter relating to the Beat or otherwise related to your activities or failures, you agree to indemnify us and hold us harmless against any claim or legal action brought about by any person or entity, and you shall pay all of our costs and legal fees in defending ourselves against such claim or action. We shall also have the right to withhold from payments otherwise owed to you any amounts reasonably necessary to pay for the foregoing costs of defending ourselves against such claims.
3) Our Warranties and Representations:
a) We shall obtain the Producer’s Warranty and Representation for Users’ benefit that the Beat will be (i) 100% original and will not infringe the rights of any other person or entity, (ii) non-defamatory and not legally obscene, and (iii) in a technically satisfactory condition in keeping with normal digital delivery standards. We make no representations and warranties beyond those made by Producer, and we shall not be responsible for Producer’s actions beyond our control.
b) Our limitation of Liability: YOU AGREE THAT OUR LIABILITY WITH RESPECT TO ANY CLAIMS OR LEGAL ACTIONS FROM YOU OR ANY PERSON DERIVING ANY RIGHTS FROM YOU SHALL SOLELY BE LIMITED TO THE PRICE PAID TO US BY YOU WITH RESPECT TO THE SALES OF A BEAT ON MYBEATSHOP.COM.
-> Add incidental / consequential damage / lack of profits.
V. OTHER TERMS AND CONDITIONS:
a) Number of Accounts per person: 1
Privacy Policy StatementThis is the web site of MyBeatShop.com.
Our postal address is
375 W. Napa St. 7
Sonoma, CA 95476
We can be reached via e-mail at
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or you can reach us by telephone at 800-339-1618
For each visitor to our Web page, our Web server automatically recognizes only the consumer's domain name, but not the e-mail address (where possible).
We collect the domain name and e-mail address (where possible) of visitors to our Web page, the e-mail addresses of those who communicate with us via e-mail, aggregate information on what pages consumers access or visit, information volunteered by the consumer, such as survey information and/or site registrations, name and address.
The information we collect is used to improve the content of our Web page, used to notify consumers about updates to our Web site, used by us to contact consumers for marketing purposes, .
With respect to cookies: We use cookies to record session information, such as items that consumers add to their shopping cart.
If you do not want to receive e-mail from us in the future, please let us know by sending us e-mail at the above address.
If you supply us with your postal address on-line you will only receive the information for which you provided us your address.
Persons who supply us with their telephone numbers on-line will only receive telephone contact from us with information regarding orders they have placed on-line.
With respect to Ad Servers: To try and bring you offers that are of interest to you, we have relationships with other companies that we allow to place ads on our Web pages. As a result of your visit to our site, ad server companies may collect information such as your domain type, your IP address and clickstream information. For further information, consult the privacy policies of:
http://www.google.com/privacy.html From time to time, we may use customer information for new, unanticipated uses not previously disclosed in our privacy notice. If our information practices change at some time in the future we will contact you before we use your data for these new purposes to notify you of the policy change and to provide you with the ability to opt out of these new uses.
Upon request we provide site visitors with access to a description of information that we maintain about them.
Consumers can have this information corrected by sending us e-mail at the above address.
With respect to security: When we transfer and receive certain types of sensitive information such as financial or health information, we redirect visitors to a secure server and will notify visitors through a pop-up screen on our site, We have appropriate security measures in place in our physical facilities to protect against the loss, misuse or alteration of information that we have collected from you at our site.
If you feel that this site is not following its stated information policy, you may contact us at the above addresses or phone number.
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