This agreement describes the legal relationship between you and
Mastermusic - Andantino (referred to as "we" or "us"),
owner of anyscore.com.
Please read it very carefully. You must be over 18 years of age to sign-up.
By clicking on the "I agree" button, you indicate that you agree
to be bound by all of the terms and conditions of this agreement. Further,
by submitting any music or other content to Mastermusic - Andantino, you
indicate that you agree to be bound by this agreement.
If you provide Mastermusic - Andantino
with scores, sound recordings, musical works in any form, and/ or other
material (such as pictures, song lyrics,...), collectively named
"Material", the following terms apply:
1. Ownership
You retain ownership of the copyrights
and all other rights in your songs, subject to the non-exclusive rights
granted to us under this agreement. You are free to grant similar rights
to others during and after the term of this agreement.
2. License Grant
You grant to us, by the act of
delivering the Material, a nonexclusive, worldwide, royalty-free
license to:
1. reproduce, distribute, encrypt to protect your and our rights, publicly
perform, publicly display and digitally perform this Material.
2. create and use samples of this Material solely for the purpose of
demonstrating or promoting our or your products or services;
3. use any trademarks, service marks or trade names incorporated in this
Material in connection with your Material;
4. use the name and likeness of any individuals represented in this
Material only in connection with your Material.
3. Payments
You will set the price of your music
scores. We pay you 50% of the net revenue.
"Net Revenue" means the gross revenues we actually receive
from such sales, less only sales, use, value added, or similar taxes,
customs duties, import or export taxes or levies, shipping or freight,
and all returns. We will determine the amount owed to you on a monthly
basis. Within 30 days of the close of each month in which we have
sold your music scores, we will send you a detailed accounting statement
and the money to your PayPal account in the appropriate amount, except
if the amount we owe you is less than $10.00 then we hold the money
until either (1) the total cumulative amount we owe you at the end
of any particular month is greater than $10.00, or (2) this agreement
terminates. We agree to keep accurate books and records covering all
transactions related to this agreement. During the one year period
following your receipt of an accounting statement you may, at your
expense and upon reasonable notice, inspect our records related to
that statement at our offices or at a location specified by us, provided
that your inspection must not unreasonably interfere with our business.
If your inspection reveals that we have underpaid you we promptly
correct the deficiency, plus 10% interest.
4. Termination
You may terminate this agreement at any
time by so notifying us; the agreement will terminate upon our actual
receipt of such notice. We may terminate this agreement at any time by so
notifying you; the agreement will terminate upon your actual receipt of
such notice or three days after we have sent a notice of termination to
the e-mail address which you supply to us below. Upon termination, all of
our license rights terminate, except that we retain those rights necessary
for us to sell any scores or other tangible goods which we have produced
prior to the date of termination which incorporate any of your Material.
Our obligation to pay you amounts due to you under this agreement survives
termination. Also, sections 5 and 8 below survive termination.
5. Representations and Warranties
You represent and warrant that (1) the
Material is your original work, and contains no sampled material; (2) you
have full right and power to enter into and perform this agreement, and
have secured all third party consents necessary to enter into this
agreement, (3) the Material does not and will not infringe on any third
party's copyright, patent, trademark, trade secret or other proprietary
rights, rights of publicity or privacy, or moral rights; (4) the Material
does not and will not violate any law, statute, ordinance or regulation;
(5) the Material is not and will not be defamatory, trade libelous,
pornographic or obscene; (6) the Material does not and will not contain
any viruses or other programming routines that detrimentally interfere
with computer systems or data; (7) all factual assertations that you have
made and will make to us are true and complete. You agree to indemnify and
hold us and our customers harmless from any and all damages and costs,
including reasonable attorney's fees, arising out of or related to your
breach of the representations and warranties described in this section.
You agree to execute and deliver documents to us, upon our reasonable
request, that evidence or effectuate our rights under this agreement.
6. Disclaimer
We provide our products and services
related to this agreement "As is" without warranty of any kind.
7. Restrictions
The total web space for all your
Material may not exceed 1 MB. We have the right to refuse any Material at
any time without being accountable. We have the right to adapt your files
in order that they work in our system.
8. Waiver of certain Damages.
Except for a breach of section 5,
neither you or us will be liable for any consequential, indirect,
exemplary, special or incidental damages arising from or relating to this
agreement.
9. Miscellaneous.
This agreement will be governed by Belgian
law. Any action or proceeding arising out of or related to this agreement
must be brought in the court located in Oudenaarde, Belgium, and we
both irrevocably submit to the exclusive jurisdiction of that court.
All notices, requests and other communications under this agreement
must be in writing (e-mail messages shall be deemed writings). This
agreement sets forth the entire understanding and agreement of the
parties as to this agreement's subject matter and supersedes all prior
proposals, discussions or agreements with respect to such subject
matter. It may be changed only by a writing signed by both parties
(e-mail headers and /or plaintext signatures on e-mail messages shall
be deemed signatures).
