Terms and Conditions

Welcome to IndieOnTheMove.com (the “Site”). The following terms and conditions (“Terms”) govern your use of the Site and all services available on or through the Site (the Site and such services are collectively referred to as the “Services”). The words “user,” “you” and “your” as used in these Terms refer to users of the Services, and if you are under the age of 18 years old, “you” and “your” also includes your parents or legal guardians. “We” and “us” refers to Indie On The Move LLC.  You understand and agree that these Terms are entered into in consideration of your use of the Services and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged.  These Terms, as may be amended by us from time to time, will be effective commencing with your first use or registration of the Services and will remain in full force and effect throughout your use of the Services.

 

I.          AUTHORIZATION; ACCOUNT

 

A.         PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THE SITE: By checking the “Agreed” box below, you signify (i) that you are at least 18 years old, and (ii) your (and, as the case may be, your minor child’s) acknowledgment of, and agreement to, these Terms. If you are using or opening an account on the Site on behalf of a company, entity or organization (including, but not limited to, a band) (each an “Third Party Entity”), then you represent and warrant that you: (i) are an authorized representative of that Third Party Entity with the authority to bind such entity to these Terms and (ii) agree to be bound by these Terms on behalf of such Third Party Entity.  The Services are not intended for children under the age of 13. IF YOU ARE UNDER 13 YEARS OF AGE, YOU MUST NOT USE OR ACCESS the Services AT ANY TIME OR IN ANY MANNER. THE SERVICES MAY CONTAIN MATERIAL THAT IS INAPPROPRIATE FOR MINORS.  We do not seek through the Services to gather personal information from or about children under the age of 13.  If you do not accept and agree to these Terms, you may not use, and will not be permitted or otherwise authorized to use, all or any portion of the Services.  

 

You hereby agree to comply with all applicable laws and regulations. Without limiting the generality of the foregoing sentence, if you operate or control your own domain or website (whether such domain or website is hosted by us or another online service provider) that utilizes any portion or feature of the Services (i.e., widgets, datafeeds, etc.) or otherwise incorporates any Content (as defined below) provided to you through the Services, you may need to file an Interim Designation of Agent to Receive Notification of Claimed Infringement with the U.S. Copyright Office in accordance with Section 201.38 (37 C.F.R. 201.38) of the U.S. Copyright Office interim regulations available at http://www.copyright.gov/fedreg/1998/63fr59233.html. Please consult with your attorney or appropriate legal counsel to ensure your compliance with all applicable laws and regulations.

 

B.         CHANGES: We reserve the right, in our sole discretion, to change, modify, add or otherwise alter these Terms at any time, with or without prior notice other than by posting the revised Terms on the Site. Such changes, modifications and/or alterations are effective immediately upon posting. The Terms will be identified as of the most recent date of revision. Continued use of the Services will constitute your binding acceptance of the changes and/or modifications and/or alterations of these Terms. You are responsible for periodically reviewing this page to ensure your continued acceptance of these Terms. 

 

C.         REGISTRATION: You agree to provide, maintain and update true, accurate, current and complete information about yourself as prompted by our registration process. You also agree to update the information about yourself promptly, and as necessary, to keep it current and accurate. If you provide any information that does not satisfy this provision, or we have reasonable grounds to suspect as much, we have the right to suspend or terminate your account and refuse any and all current or future use of the Services or any portion thereof. You also agree to promptly notify us at privacy@indieonthemove.com of any unauthorized use of your username, password, or other account information, or any other breach of security that you become aware of. We explicitly disclaim liability for any and all losses and damages arising from your failure to comply with this section.

 

II.         SERVICES

 

A.         PROVISION OF SERVICES.  We may provide Services through other third party sites, or any other media or channels now known or hereafter developed. The Services may require that you agree to additional terms and conditions, including those of third party sites. Any additional terms and conditions required by us for use of any portion of the Services offered by us (but not those of any third party site) will, unless otherwise expressly stated in such terms, supersede these Terms in the event of a conflict only as to the services with respect to which those additional terms relate. Such additional terms and conditions (if any) (but not those of any third party sites) are hereby incorporated into and made a part of these Terms by reference. You may also be subject to the terms of use of any third party sites and you are solely responsible for your acceptance of and compliance with such terms.  Further, as you use the Services you may notice links to third party sites. These links are for convenience only. If you use these links, you will leave the Site. We are not responsible for the availability or content of these third party sites, or for any viruses or other damaging elements encountered in linking to a third party site, whether or not we are affiliated with the owners of such third party sites. In addition, the provisioning of links to third party sites is not an endorsement or approval by us of the organizations owning, operating or sponsoring such third party sites, or their products or services. These Terms do not apply to third party sites, and you should review applicable terms and policies, including any relevant privacy policies, associated with any third party sites, applications, software or services. Notwithstanding the immediately preceding sentence, the use of any portion or feature of the Services, if any, available on or through a third party site will continue to be subject to these Terms.

 

B.         USE OF THE SERVICES:

You agree to not (nor assist any persons in engaging in any of the following):

 

  1. Use the Site in such a way as to offend, harass, or interfere with the use of the Site by anyone;

  2. Upload, post, email, transmit or otherwise make available any content, names, information, or materials of any kind to the Site that would violate any law, or in any manner infringe or interfere with the rights of others, including but not limited to names, information, or materials that libel, defame, or invade the privacy of any third party, or which are obscene or pornographic, that is unlawful, harmful, threatening, abusive, harassing, vulgar, false or inaccurate or racially, constitute personal attacks on other individuals; infringe the intellectual property, trade secret or proprietary rights of any third party; promote illegal activity; advertise or solicit funds or goods or services; or are deemed confidential by any contract or policy.

  3. Attempt to access or access any other user’s account;

  4. Create a false identity or impersonate another person or entity in any way;

  5. Attempt to obtain or ascertain or obtain or ascertain any other user’s user name, password and/or personal information by any means whatsoever;

  6. Attempt to elude the security systems of the Site;

  7. Undertake, cause, permit or authorize the modification, creation of derivative works, translation, reverse engineering, decompiling, disassembling or hacking of any aspect of the Services, Materials or Content, or any part thereof, or attempt to do any of the foregoing, except and solely to the extent permitted by these Terms, the authorized features of the Services, or by law, or otherwise attempt to use or access any portion of the Services other than as intended by us;

  8. Attempt to gain access or gain access to the Site in a fraudulent manner;

  9. Use the Site for any purposes other than those intended by Indie On The Move LLC, as determined by Indie On The Move LLC in its sole discretion; or

  10. Upload or submit any data or information containing viruses or any computer code, corrupt files or programs engineered to disrupt or destroy the functionality of any software, hardware, telecommunications, networks, servers, or other equipment. We further reserve the right to modify and/or discontinue the Site at any time without notice, and to terminate your password and account should you be in violation of this user agreement, including but not limited to the provisions of this section entitled “Use of the Services”.

 

You are prohibited from violating, or attempting to violate, the security of the Services. Any such violations may result in criminal and/or civil penalties against you, as well as the termination of your privilege to use the Services, at our sole discretion. We reserve the right to investigate any alleged or suspected violations and, if a criminal violation is suspected, refer such suspected violation to the appropriate law enforcement agencies and cooperate fully with such investigations, including, but not limited to, the disclosure of any or all of your activities on or related to the Services.

 

III.         CONTENT

 

A.         CONTENT: You hereby acknowledge and agree that you are solely responsible for all material that you post, publish, upload or transmit on or through the Services, whether to us or a third party, including but not limited to musical works, software, designs, text, comments, messages, literary works, images, photographs, illustrations, audio clips/sound recordings, video clips, artwork, graphic material, animation or other copyrightable elements, the selection and arrangements thereof, and all trademarks/service marks, and trade names, trade dress and patents (the "Content"). This includes Content which may be posted, published, uploaded, transmitted or accessed from third-party sites such as, by way of example and not limitation Facebook, YouTube, and Twitter.  You represent, warrant and covenant that no Content submitted by you will violate or infringe upon the rights of any third party, including copyright, trademark, privacy, publicity or other personal or proprietary rights; or contain libelous, defamatory or otherwise unlawful material. You represent, warrant and covenant that you own and/or have all legal rights necessary, or have obtained all necessary rights, permissions, authorizations, licenses, and clearances to post, publish, upload, or transmit any Content submitted by you and to grant the rights to the Content as set forth in these Terms.   Further, you represent, warrant and covenant that our use of the Content will not require us or any third party site on or through which the Services is made available to pay any fees of any kind to any third party, including, but not limited to, any sound recording copyright owner, any musical work copyright owner, any PRO (musical work or sound recording), any union, guild, non-featured vocalist or musician, engineer, producer, co-author, record royalty participant or any other person or entity, or any use or re-use fees for the use of any sound recording or audiovisual work.

 

You must not upload or transmit any Content to or through the Services or to us through email that you consider to be confidential or proprietary or the rights to which have not been cleared by you.  Without limiting the foregoing, if you are not the copyright owner of or are not fully authorized to grant rights in all of the elements of the Content you intend to upload or transmit to or through the Services, including to any hosting services or third party sties, then you must not upload the Content to or through the Services. In addition, if you only own the rights in and to a sound recording, for example, but not to the underlying musical works embodied in such sound recordings, then you must not upload such sound recordings to the Services unless you obtain all necessary rights, authorizations, and permissions with respect to such embedded musical works that grant you sufficient rights to sublicense to Indie On The Move LLC according to these Terms. For example, cover songs are not permitted on the Services unless you have cleared all rights to the song covered by the artist/band.

 

B.         SPECIFIC RULES FOR MUSICAL WORKS: If you are a composer or author of a musical work and have affiliated with a PRO, then you must notify your PRO of the royalty free license granted by you to us through these Terms. Each PRO has different rules with respect to providing notification for a direct license. You are solely responsible for ensuring your compliance with the relevant PRO’s reporting obligations. If you have assigned your rights to a music publisher, then you must obtain the consent of such music publisher to grant the royalty free license set forth in these Terms or have such music publisher enter into these Terms with us. Just because you authored a musical work (e.g., wrote a song) doesn’t mean you have the right to grant us the licenses contained in these Terms.

 

C.         DISCLOSURE OF CONTENT: You hereby acknowledge and agree that Indie On The Move LLC, at its sole discretion, and at all times, possesses the right to refuse and/or to cause the removal of any or all of your Content for any reason. Except as otherwise expressly agreed to in a separate writing signed by you and an authorized representative of Indie On The Move LLC, or as otherwise specified in these Terms, any Content uploaded or transmitted to or through the Services or to us via email will be considered non-confidential and non-proprietary, and treated as such by us, and may be used by us for any purpose or disclosed by us to any third party with or without notice to you and without any liability to us.  Without limiting the generality of the foregoing, you hereby acknowledge and agree that Indie On The Move LLC, at its sole discretion, may disclose your Content to a third party in order to:

 

  1. Comply with relevant court orders and/or legal guidelines; and/or

  2. Protect the rights and safety of other individuals; and/or

  3. Settle disputes over intellectual property ownership.

 

Other materials may be made available on or through the Services, by third parties not within Indie On The Move LLC's control. It is our policy not to permit materials known by us to be infringing to remain on the Site. You should notify us promptly via the "Contact Us" link located at the bottom of the Site's pages if you believe any such materials on or through the Services infringe a third party's intellectual property rights. Upon our receipt of a notice of claimed infringement we will follow the procedures under the Digital Millennium Copyright Act ("DMCA"), to provide such notices and communications to any third party. If you engage in "Repeat Infringement", which is defined as two or more instances where you have infringed on the rights of a third party, we may terminate your registration and account without notice, and you will no longer be permitted access to the Services.

 

D.         LICENSE: Except as expressly provided in our Privacy Policy, you hereby grant us an unrestricted, assignable, sublicensable, revocable, royalty-free license throughout the universe to reproduce, distribute, publicly display, communicate to the public, publicly perform (including by means of digital audio transmissions) on a through-to-the-audience basis, create derivative works from, and otherwise use and exploit all Content you post, publish transmit or upload to or through the Services or to us through email (excluding only Reserved Content as defined below, if and when such option is made available by us), through any media and formats now known or hereafter developed, for the purposes of: (a) advertising, marketing, and promoting (including through the public performance, public display, making available, and communicating to the public) you, your Content, Indie On The Move LLC, and the Services, in our sole discretion; (b) distributing your Content and information about you and your Content with the public, in accordance with your user settings that you selected when setting up your account (which may be revised or changed by you); (c) sharing information about your Content with third parties for any use or purpose selected by us, including, by way of example and not limitation, for use in charting the popularity of Content on the Services and making your calendar of appearances publicly available; (d) providing biographical information about you and your Content in connection with your involvement with any event, good or service; and (e) transmitting or distributing your Content to entities such as, but not limited to, data storage or cloud computing service providers, for the purpose of reproducing, hosting, storing, and managing your Content. You further grant us a royalty free license to use your name, image, voice, likeness, and any photographs or artwork (e.g., album cover artwork) made available by or on your behalf through the Services in conjunction with advertising, marketing, or promoting you, your Content, Indie On The Move LLC or the Services. FOR THE AVOIDANCE OF DOUBT, THE RIGHTS GRANTED IN THE PRECEDING SENTENCES INCLUDE, BUT ARE NOT LIMITED TO, THE RIGHT TO REPRODUCE SOUND RECORDINGS (AND MAKE MECHANICAL REPRODUCTIONS OF THE MUSICAL WORKS EMBODIED IN SUCH SOUND RECORDINGS), PUBLICLY PERFORM SOUND RECORDINGS AND MUSIC VIDEOS (AND THE MUSICAL WORKS EMBODIED THEREIN), AND PUBLICLY DISPLAY ANY LYRICS UPLOADED BY YOU TO THE SERVICES, ALL ON A ROYALTY FREE BASIS. This means that you are granting us the right to use the Content you upload to and through the Services without the obligation to pay any royalties to any sound recording copyright owner (e.g., a record label), a musical work copyright owner (e.g., a music publisher), a musical works performing rights organization (a “PRO”) (e.g., ASCAP, BMI and SESAC in the United States or comparable PROs outside of the United States such as PRS for Music in the United Kingdom), a sound recording PRO (e.g., SoundExchange, Inc.), any unions or guilds (e.g., the American Federation of Television and Radio Artists (“AFTRA”) or American Federation of Musicians (“AFM”)), and engineers, producers or other participants involved in the creation of Content.

 

We reserve the right to demand confirmation from you in writing of all authorizations, licenses, permissions, and consents obtained by you (if any) with respect to any third-party materials embodied in Content you upload to or transmit through the Services. If you fail to provide us with such confirmation upon request, we reserve the right to remove or deny access to any or all of your Content available on or through the Services and to suspend or terminate your account with us. We will have no liability to you for any actions taken by us in accordance with the foregoing.

 

E.         RESERVED CONTENT: The Services may from time to time permit you to designate certain Content for limited release and distribution. For example, you may wish to upload certain sound recordings or music videos to or through the Services that you want to be made available only to certain business partners for a limited time period before the Content is made generally available to the public (e.g., an exclusive sneak preview or limited release window). Similarly, you may wish to provide certain Content that is only available to promotional partners who are sponsoring a tour or working with you to promote a particular product or service. To the extent the functionality of the Services permits a user to distinguish between different types of Content, the Services will permit you to designate such limited-use content (“Reserved Content”) through your account page. Only User Content can be designated as Reserved Content, and any content improperly designated as Reserved Content will be treated as Content generally. Content that may not be designated as Reserved Content will be identified through the Services. By way of example and not limitation, Reserved Content may not include (a) general biographical information, (b) tour date information, and (c) discography information. Reserved Content may include (x) music videos and (y) sound recordings. The grant of rights by you set forth in these Terms shall apply to all Reserved Content; provided, however, that the third parties designated to have access to Reserved Content will be the only parties granted access to your Reserved Content for the duration of the time period set by you. The limitations set forth herein may be subject to the terms of any hosting service on which any Reserved Content may be uploaded, reproduced, or hosted (e.g., SoundCloud), or the terms of any third party sites to which any Reserved Content may be transmitted or distributed, and we make no representations and warranties with respect to any limitations that may be imposed on any Reserved Content uploaded by you to a hosting service or transmitted or distributed to third party sites.

 

F.          LIMITATIONS ON LICENSE: Notwithstanding the grant of rights in these Terms, nothing contained in these Terms grants us a right or license to: (a) sell phonorecords (e.g., CDs, LPs or digital downloads) of Content unless you specifically authorize us to sell phonorecords through an election made through your account, to the extent we provide the functionality for the sale of content through the Services; (b) authorize third parties to incorporate any Content (including Reserved Content) in any audio-only or audiovisual commercials, television programs, movies or any similar audiovisual works; or (c) use Content to promote any other good or service other than you, your Content, Indie On The Move LLC or the Services unless (i) you authorize us to do so through a separate writing, click-through consent, opt-out mechanism, or opt-in mechanism in your user setting on the Services, or some other Indie On The Move LLC approved method, or (ii) your Content is used to advertise, market, or promote you or your creative works, including, but not limited to, your association with or appearance at an event where you are scheduled to perform or appear or have performed or appeared as an artist, or are scheduled to be honored or have been honored as an artist. Nothing herein shall preclude us from linking to any third party sites through which sales of phonorecords, audiovisual works, and other merchandise embodying your sound recordings, name, voice, image, etc. may be facilitated (e.g., Apple’s iTunes).

 

G.         WAIVER REGARDING CONTENT: By uploading Content to or through the Services you waive any rights to prior inspection or approval of any marketing or promotional materials related to such Content (excluding only Reserved Content). You further waive any and all rights of privacy, publicity, or any other rights of a similar nature in connection with your Content, or any portion thereof, including, without limitation, your name, likeness, voice, image, and persona or any advertising or publicity relating thereto. To the extent any moral rights are not transferable or assignable, you hereby waive and agree never to assert any and all moral rights, or to support, maintain or permit any action based on any moral rights that you may have in or with respect to any Content you upload to or through the Services, during the term of these Terms. You expressly release us and all of our agents, partners, subsidiaries, affiliates, licensees, successors, and assigns from any and all claims, demands, liabilities, or causes of action, whether now known or unknown, for defamation, copyright infringement, violation of moral rights, and invasion of the rights to privacy, publicity, or personality or any similar matter, or based upon or relating to the use of your Content. Notwithstanding the foregoing, you should let us know immediately if you object to any uses of your Content on or through the Services or in the promotion of the Services. We will consider all reasonable requests to terminate any use that you find objectionable, but we shall have no liability to you for any use by us as authorized in these Terms.

 

IV.         USER COMMUNITY TERMS

 

A.         GENERAL; NO ENDORSEMENT: We may provide user communities (“Forums”) on which users of the Services may communicate with one another. Any violation by you of the following terms and conditions regarding your use of the Forums may result in the termination of your right to post messages to one or all Forums or to your use of the Services, in our sole discretion and without any liability to you.  We do not endorse, support, represent or guarantee the truthfulness, accuracy, or reliability of any messages posted to a Forum. The opinions expressed in any Forum posting are to be attributed solely to the person or entity that posted such message. Any reliance you place on material or information set forth in a posted message will be at your own risk.

 

B.         NO REGISTRATION REQUIRED: You are not obligated to register in order to access and read messages posted to the Forums, but you are required to register in order to post a message to a Forum. When registering, you may be asked to disclose personal information (including your name and email address), and to select a screen name. Please keep in mind when choosing a screen name that whenever you post a message to a Forum, your screen name will automatically appear with your posted message. We may refuse to grant you, and you may not use, a screen name (or email address) that is already being used by someone else, impersonates another person, belongs to another person, violates the intellectual property or other rights of any person, or is vulgar or otherwise offensive in our sole discretion.

 

C.         NO CONFIDENTIALITY; REMOVAL: You must not post any material to a Forum that you consider to be confidential or proprietary. Any messages or Content that you post in a Forum will be considered non-confidential and non-proprietary, and treated as such by US, and may be used by US and others for any purpose with or without notice to you.  You further grant us a royalty free, perpetual, irrevocable, assignable, non-exclusive license throughout the universe to any Content, concepts, know-how, ideas or inventions that you post to a Forum. You may remove any of your messages posted to a Forum at any time by sending an email to privacy@indieonthemove.com, and requesting that the particular message be removed; provided, however, that the removal of a message from a Forum will not ensure the deletion of your message from computer servers owned or operated by or on behalf of us or the removal of your message from the files of any third parties who may have copied or further distributed your messages. As such, your message may continue to be made publicly accessible indefinitely by such third parties.

 

D.         NO MONITORING:  We do not control Content or Forum postings (together, “User Materials”) and we do not have any obligation to monitor such User Materials for any purpose. Further, we have no obligation to permit User Materials to be made available on or through the Services. We may choose, in our sole discretion, to monitor, review, or otherwise access some or all User Materials, but by doing so we nonetheless assume no responsibility for the User Materials, no obligation to modify or remove any inappropriate User Materials, or to monitor, review, or otherwise access other User Materials, and we assume no responsibility for the conduct of the third party or user submitting or transmitting any User Materials to or though the Services. You acknowledge that we may or may not pre-screen User Materials, and that we and our designees shall have the right (but not the obligation), in their sole discretion, to pre-screen, refuse, or remove any User Materials that are available on or through the Services. Without limiting the foregoing, we and our designees may, at any time and without prior notice, remove any User Materials that, in the sole judgment of Indie On The Move LLC, violate these Terms, are otherwise objectionable, or for any other reason, with or without notice and with no liability of any kind. You agree that you will evaluate, and bear all risks associated with the use of any User Materials or other content available on or through the Services, including any reliance on the accuracy, completeness, usefulness or legality of such User Materials or other content. You should exercise good judgment before downloading any User Materials as we make no representations or warranties with respect to any User Materials made available on or through the Services.  You may report User Materials that you find offensive or objectionable to us by sending an email to privacy@indieonthemove.com. We reserve the sole right, but not the obligation, to remove any message that we deem inappropriate in our sole and absolute discretion and without any liability to you. If you believe any User Materials are infringing of your intellectual property rights, please report such User Materials to us in accordance with these Terms.

 

V.         PROTECTION OF INTELLECTUAL PROPERTY

 

A.         GENERALLY:  The content made available on or through the Services, including without limitation, any text, software, graphics, photos, sounds, music, videos, games and interactive features, may be protected by copyright or other intellectual property rights and owned by us or third party licensors of Indie On The Move LLC. No material from the Services may be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way without written permission of the copyright owner.  All trademarks, service marks, logos and trade names on the Services, whether registered or unregistered, are proprietary to us  or to other companies where so indicated. You may not reproduce, download or otherwise use any such trademarks, service marks, logos or trade names without the prior written consent of the appropriate owner thereof.  We own, protect and enforce copyrights in our own creative material, including but not limited to our software, designs, text, images, photography, illustrations, audio clips, video clips, artwork, graphic material, animation or other copyrightable elements, the selection and arrangements thereof, and all trademarks/service marks, and trade names, trade dress and patents (the "Material"). You agree not to reproduce, modify, create derivative works from, display, publish, distribute, disseminate, broadcast, or circulate any Material to any third party (including, but not limited to the display and distribution of the Materials via a third party site) without prior written consent from Indie On The Move LLC. Any unauthorized or prohibited use may subject you to civil liability and criminal prosecution under applicable laws.

 

B.         TAKEDOWN: Our intellectual property policy is to (1) remove material that we believe in good faith, upon notice from an intellectual property owner or their agent, is infringing the intellectual property of a third party by being made available through the Services, and (2) remove any Content posted to the Service by “repeat infringers.” We consider a “repeat infringer” to be any user that has uploaded Content to the Services and for whom we have received more than two takedown notices compliant with the provisions of 17 U.S.C. § 512(c) with respect to such Content. We have discretion, however, to terminate the account of any user after receipt of a single notification of claimed infringement or upon our own determination.

 

VI.         DISCLAIMER & LIMITATION OF LIABILITY 

 

A.         DISCLAIMER: The Services, Content, Materials, all other items or materials are distributed and transmitted on an “as is” and “as available” basis, without warranties of any kind, either expressed or implied, statutory or otherwise, and we are not responsible for the accuracy, decency, integrity, quality, legality, usefulness, or safety thereof.  You agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against us with respect thereto. Indie On The Move LLC, its affiliates, and subsidiaries, and their respective officers, directors, employees, agents, licensors, and representatives are not responsible or liable for any infections or contamination of your system, or delays, inaccuracies, errors, or omissions arising out of your use of the Services or with respect to the information and material contained on the Services.  TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, INDIE ON THE MOVE LLC AND ITS AFFILIATES, PARTNERS, LICENSORS, AND SUPPLIERS HEREBY DISCLAIM ALL EXPRESS, IMPLIED AND STATUTORY WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM INDIE ON THE MOVE LLC, AN EMPLOYEE OR REPRESENTATIVE OF INDIE ON THE MOVE LLC OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. INDIE ON THE MOVE LLC AND ITS AFFILIATES, PARTNERS, LICENSORS, AND SUPPLIERS DO NOT WARRANT THAT THE SERVICES OR ANY PART THEREOF, OR ANY PRODUCTS OR CONTENT OFFERED THROUGH THE SERVICES, WILL BE UNINTERRUPTED, OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED. YOU UNDERSTAND AND AGREE THAT YOU USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN INFORMATION, MATERIALS, OR DATA THROUGH THE SERVICES OR ANY ASSOCIATED SITES OR APPLICATIONS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM USED IN CONNECTION WITH THE SERVICE) OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH MATERIAL OR DATA.  If you are a California resident, you waive California Civil Code Section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”

 

B.         LIMITATION OF LIABILITY: To the fullest extent permissible pursuant to applicable law, Indie On The Move LLC, its affiliates, and subsidiaries, and their respective officers, directors, employees, agents, licensors, and representatives are not liable for damages of any kind including, without limitation, lost profits, business interruption, or other compensatory, consequential, incidental, indirect, special, punitive or similar damages, that may result from the use of, or the inability to use, the Services or, Content, Materials or other items and materials contained in or on the Services, whether provided or otherwise supplied by Indie On The Move LLC or any third party, even if we have been advised of the possibility of such damages. The entire risk as to the quality, accuracy, completeness, correctness, and validity of the Services, Content, Materials, any other items or material rests with you. Notwithstanding the foregoing, in no event shall Indie On The Move LLC’s liability to you for any and all claims, damages, losses, and causes of action (whether in contract, tort, or otherwise) exceed the amount paid by you, if any, for accessing the Site or US $50.00, whichever is less.  APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, YOU AGREE THAT BECAUSE SUCH WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND INDIE ON THE MOVE LLC, AND ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND INDIE ON THE MOVE LLC, INDIE ON THE MOVE LLC’S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. YOU UNDERSTAND AND AGREE THAT INDIE ON THE MOVE LLC WOULD NOT BE ABLE TO OFFER THE SERVICES TO YOU ON AN ECONOMICALLY FEASIBLE BASIS WITHOUT THESE LIMITATIONS.

 

VII.       CLASSIFIEDS

 

Conducting business online, whether it be selling or buying, has and will always carry a risk. As more members frequent the classifieds, so does the potential chance of deals going bad (intentional or unintentional). We do encourage the use of these classifieds to sell or look for items - however, purchases and sales are made at your own risk and Indie On The Move LLC will not be held liable in any way. Site moderators and administrators are not responsible for any losses resulting from the use of the classifieds section.  Indie On The Move LLC is not a party to, and has no involvement or interest in, makes no representations or warranties as to, and has no responsibility or liability with respect to any communications, transactions, interactions, disputes or any relations whatsoever between you and any other user, person or organization ("your interactions with others"). You must conduct any necessary, appropriate, prudent or judicious investigation, inquiry, research or due diligence with respect to your interactions with others.

 

VIII.      INDEMNITY 

 

You agree to indemnify, defend, and hold harmless Indie On The Move LLC, its affiliates, and their respective officers, directors, successors and assigns, employees, agents, licensors, representatives, third party providers to the Site, and other users of the Services, from and against all losses, expenses, damages, liabilities, and costs, fees and expenses, including reasonable attorneys’ fees, resulting from your violation of any of these Terms, including, but not limited to, (1) your use or misuse of the Services; (2) your Content, including our or any other user’s use of your Content consistent with these Terms; (3) your breach or other violation of these Terms including any representations, warranties and covenants herein; or (4) your violation of the rights of any other person or entity, including, but not limited to, claims that any Content infringes or violates any third-party intellectual property rights or other proprietary rights, including any claims for the payment of so-called mechanical royalties, synchronization royalties, master use royalties, public performance royalties, or any other royalties claimed by any owner or other party claiming any right in or to all or any portion of any Content uploaded or transmitted by you on or through the Services. You will use your best efforts to cooperate with us in the defense of any claim arising from or caused by conduct of yours that violates these Terms. Indie On The Move LLC reserves the right to assume, at its sole expense, the exclusive defense and control of any matter subject to indemnification by you, provided that you fully cooperate with Indie On The Move LLC in asserting any available defenses. You agree not to settle any matter without the prior written consent of Indie On The Move LLC. We will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.

 

IX.        TERMINATION

 

A.         TERMINATION BY INDIE ON THE MOVE LLC:  We may terminate your use of the Services or any of our features or services at any time and for any reason, with or without notice, for conduct violating these Terms upon our sole determination. You hereby agree to our broad right of termination. Upon any such termination, you must destroy all materials obtained from the Services and all copies thereof, including any authorized copies downloaded by you for your personal, noncommercial use. You agree that if your use of the Services is terminated pursuant to these Terms, you will not attempt to use the Services under any name, real or assumed, and further agree that if you violate this restriction after being terminated, you will indemnify and hold us harmless from any and all liability that we may incur therefor. Upon our termination of your use of the Services, we may delete any of your Content available on or through the Services and terminate your access to your Content if those materials remain on the Services, without any liability to you.

 

B.         TERMINATION BY YOU: You are free to terminate your use of the Services at any time. You can simply choose to stop visiting or using any aspect of the Services. If you wish to terminate your account on the Services, you may do so by sending an e-mail to privacy@indieonthemove.com or using any other account termination functionality that may be offered through the Services. The deletion of your account will not, however, remove all of your Content from the Services unless you also make a specific election to remove your Content from the Services.  Notwithstanding the foregoing, you hereby grant us the right to retain all Content on our servers for a period of not more than 30 days following a request to terminate a user account and/or delete Content from the Services in the event two or more individuals having administrative rights to a user account on the Services (e.g., a band profile) cannot agree on whether to terminate an account on the Services and/or remove all Content from the Services. In the event that there is a request to terminate a user account and/or delete Content from a user account for which more than one person has administrative rights for such account, an e-mail notice will be sent to all users having administrative rights for such account notifying them of the request of at least one administrative user to terminate the account and/or delete all Content associated with such account. All other administrative users shall thereafter have 30 days within which to object to the request to terminate such account and/or delete Content. If no action is taken by another user holding administrative rights to an account within such 30-day period, the account shall be terminated and all Content will be deleted from the Services. If, however, any user having administrative rights for such account objects to the termination of such account and/or the deletion of Content within the 30-day notice period, then such account shall not be terminated and the users holding administrative rights should resolve amongst themselves the question of whether a user account should be terminated and/or Content deleted from the Services. In the absence of an agreement among users holding administrative rights to the same account, the user account shall remain active and all Content shall remain on the Services absent an order from a court of competent jurisdiction to the contrary. A user should therefore be careful before giving others administrative rights to an account.

 

X.         GENERAL

 

A.         SEVERABILITY: If any provision of these terms and conditions is found to be illegal, void, or unenforceable, that provision will be deemed severed from the balance of the agreement and will not affect the validity and enforceability of the remaining provisions, which will continue in full force and effect.

 

B.         WAIVER:  A provision of these Terms may be waived only by a written instrument executed by the party entitled to the benefit of such provision. The failure of Indie On The Move LLC to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision.

 

C.         ASSIGNMENT:  These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction. Any assignment attempted to be made by you in violation of these Terms shall be void. These Terms will be binding upon and inure to the benefit of the parties hereto, and permitted successors and assigns.

 

D.         PRIVACY: Please visit our Privacy Policy (found at http://www.indieonthemove.com/privacy) which also governs your use of the Site and includes information regarding credit card payment processing, and is incorporated in and made part of these terms and conditions. If you are outside the United States, you understand and agree that by providing the Site with any information about yourself, you are consenting to the transfer of that information to the United States.

 

E.         CUSTOMER SERVICE: In order to obtain customer service, access the "Contact Us" link located at the bottom of the Site’s pages to transmit a message to Indie On The Move LLC about any issues that may arise in connection with your use of the Services, including those concerning any intellectual property rights. If you are a California resident, you may have these Terms mailed to you electronically by sending a letter to Meetinghouse Business Center, 140 West Germantown Pike, Suite 150, Plymouth Meeting, PA 19462 with your electronic mail address and a request for these Terms.

 

F.         NO AGENCY:  You agree that no joint venture, partnership, employment, or agency relationship exists between you and Indie On The Move LLC as a result of these Terms or use of the Services. You further acknowledge that by submitting Content, no confidential, fiduciary, contractually implied or other relationship is created between you and Indie On The Move LLC other than pursuant to these Terms.

 

G.         SURVIVAL:  The provisions of these Terms that are intended to survive the termination of these Terms by their nature will survive the termination of these Terms.

 

H.         ENTIRE AGREEMENT:  This is the entire agreement between you and Indie On The Move LLC relating to the subject matter herein and supersedes all previous communications, representations, understandings and agreements, either oral or written, between the parties with respect to said subject matter. These Terms shall not be modified except in a writing, signed by both parties, or by a change to these Terms made by us as authorized in these Terms.

 

I.         EXPORT: No software from the Services may be downloaded, exported or re-exported in violation of any law including, without limitation, to countries that are subject to U.S. export restrictions.

 

J.         GOVERNING LAW:  These terms and conditions and all matters or issues collateral thereto are governed by, construed and enforced in accordance with the laws of the State of New York and applicable to contracts executed and performed entirely therein (without regard to any principles of conflict of laws). Jurisdiction for all disputes arising from or relating to these terms and conditions shall be exclusively in the state or federal courts located in the State of New York, County of New York.