Part 1 - General Term and Conditions of Use of the Service
 

1. SOME DEFINITIONS

The reference to "you" in this agreement shall mean you, and if you are
in a group, then it means each member of the group or the group as a
whole. The same goes for "your" and "yours." Those who adhere to
this agreement on behalf of a band hereby represent and warrant
to The Music Hype that they are entitled to act in the name and on behalf
of the band.

"The Music Hype", "we" and "us" means The Music Hype.

"Content" means:

(i) sound recordings and/or audiovisual works of your vocal and/or
instrumental performances;
(ii) the musical works (i.e., songs, lyrics) embodied in those
recordings and works, and
(iii) your name(s), trademarks, tradenames, likenesses, photographs,
biographical materials, artwork, liner notes, and other graphical
or textual material that you upload to the The Music Hype Site within the web
page that we provide to you, in accordance with the terms and conditions
from time to time applicable, for the purpose of making Content available
to the public on a promotional basis through the The Music Hype
Site and other Ditribution Channels.

"Download" means each individual delivery by digital transmission
of Content by any means now known or hereafter devised, such as to
permit a permanent copy on the recipient device; for the purposes of
this agreement only complete Downloads of an entire sound recording and/or
audiovisual work and/or musical work mentioned in the definition
of Content above are taken into account. Incomplete or partial downloads
of Content are taken into account only if expressly indicated.

" Streaming" means a digital transmission of Content
by which a permanent copy on the recipient device is not made.

"Distribution Channel" means any system or network used by The Music Hype
to directly and indirectly distribute the Content, including without
limitation via the Internet, television, radio, telephone and/or
electronic networks wired and wireless and any other means
(whether now known or hereafter created), cable, optic, satellite,
or via any other technological means allowing the distribution
of the Content.

"Service" means the Service called "Free", the subject matter of
this agreement, by which The Music Hype will provide you with a web page on
The Music Hype Site on which you will be able to upload
your musical works and any other material that you will deem to make
available to the public on the The Music Hype Site - in compliance
with the terms and conditions from time to time applicable - in order to
distribute such musical works on the basis of promotional downloads
or streamings.

"The Music Hype Subscription Service" means the service
permitting our end users to directly or indirectly have
access - whether for free or for a fee according
with the circumstances and at The Music Hype's sole and absolute discretion -
to the repertoires of music available on The Music Hype Site, in accordance
with the terms and conditions from time to time set by The Music Hype.

"Electronic System" means any system or network used for the transmission
of non-analogue data or information (with or without images)
by wire, wireless or any other means (whether now known or hereafter
created) including without limitation via the Internet, telephone networks
fixed or wireless, optic, peer-to-peer system or
networks and other super-distribution channels, or via
satellite, and where such systems or networks are owned or controlled by
The Music Hype and/or any third party.

"Peer-to-Peer System" means any service provided by The Music Hype or any third
party with which the Company has entered into specific agreements at least
consisting of the distribution of Content through a network of computers
connected to each other, so as to have each computer work either as a
source of Content uploading or as a client for the Content downloading.

"The Music Hype Site" means the web site/s owned or controlled by The Music Hype
and/or its assignees in the Territory, from which the Content can be
downloaded and/or streamed by means of an Electronic System.

"Website" means any and every website, web page or other web presence
or its equivalent in any electronic media that can be accessed through
an Electronic System regardless of how accessed by a
user including but not limited to access by computer, television, mobile
telephone and Personal Digital Assistant and all analogous forms of access
whether now known or hereafter developed.

2. To access to the Service you shall (a) complete the
registration procedure to the Service and (b) accept all terms and
conditions of the present agreement specified here below. By accepting
this agreement you undertake to keep updated your registration
data and warrant that they are valid, true, accurate and correct and
do not infringe any third party's rights.

3. As the Service is supplied online, you will be
solely responsible for ensuring your access to the Internet,
paying the relevant access fees as well as ensuring that you have suitable
technical equipment for an Internet connection and for digital
uploading, downloading and/or streaming. The Music Hype will not be
liable for any failure of yours to get a proper Internet
connection and related technical equipment.

4. By registering to the Service you will be provided with a user
name (the "Login") and a password (the
"Password"). The Login and the Password are personal and can't be used
from two different locations at the same time. You will not be entitled to
transfer or assign the Login and the Password
to any third party whatsoever. You shall be responsible for all operations
performed under your Login and Password. Therefore it will be your duty to
preserve the confidentiality of this data and you shall inform The Music Hype
as soon as possible of any unauthorized use of
your Login and Password. The Music Hype will not be liable for any incorrect or
illegal use of your Login and Password carried out by you
or any other third party whatsoever. You undertake to keep The Music Hype
indemnified with respect to any claim or damage incurred
by The Music Hype and arising under or in connection with such incorrect or
illegal use.

5. The Music Hype will use its reasonable endeavours in order to
maintain the Service.
The Music Hype however reserves the right to modify, suspend or
discontinue, either temporarily or permanently, the Service or any
of its functions, without being deemed liable vis-à-vis you under contract
or tort.

6. You expressly acknowledge and agree that The Music Hype
reserves the right to modify and/or integrate the terms and conditions
of this agreement at any time. Under
such circumstances The Music Hype shall insert a warning sign
on its web pages dedicated to the Service specifying
that the Service's general terms and conditions have been changed.
By continuing to use the Service even
though the Service's general terms and conditions have been changed you
will be deemed to have accepted and agreed to such new general terms and
conditions. It is however uderstood that by expressly accepting this
agreement you also accept that any former relationship similar
to the Service that you had with The Music Hype is deemed terminated with
The Music Hype owing nothing to You
except for the royalties already accounted and not payed yet in accordance
with what previously agreed. Such royalties will be payed to You as soon
as they reach the total amount of 30 Euros in the event You decide to join
the new The Music Hype's offers for which royalties are payed.

7. The Music Hype shall have the right to prevent you from accessing the
Service and to discontinue the operation of Your Login and
Password immediately and without any notice
in the event that The Music Hype deems that a substantial violation of any
of the provisions of this agreement has occurred, namely
of article 2 above (constant updating of Your data), and article 4
(responsibility related to illegal use of Login and Password), or in the
event of an improper use or use of for illegal purposes of the service
carried out by you.

8. The Service mainly consists of The Music Hype providing to You a web
page on the The Music Hype Site where you shall upload the
Content, following the instructions provided from time to
time and according to the terms and conditions applied by The Music Hype at its
sole discretion.
It will be cure of The Music Hype to set the measures
to allow the The Music Hype Site's end users to access the Content.

9. The Music Hype does not undertake to pre-screen, publish and/or control
any element of the Content and reserves the right to interrupt the offer
and/or the distribution of any Content whatsoever at any
time and without notice. You will be responsible for notifying The Music Hype
of any warning or disclaimer of legal nature to be applied to the
Content. The Music Hype will use its reasonable endeavours in order
to respect your instructions with regards to the Content. In the event
of inaccuracy or omissions in respecting your instructions, you shall
notify immediately The Music Hype in order for The Music Hype to tale all possible
steps to comply to your instructions, within the above mentioned
limitations, being it understood that The Music Hype shall not be deemed liable
for any such inaccuracy or omissions.

10. You expressly agree that your use of Service is at your sole risk.
The Service is provided "as it is" and "when available". The Music Hype makes
no warranties of any kind to any person with respect to the Service, and
to what supplied by the Service. The Music Hype expressly disclaims all
warranties of any kind, whether express or implied, including, but not
limited to the implied warranties of
merchantability, fitness for a particular purpose and non-infringement. In
particular, The Music Hype expressly disclaims all
warranties for damages deriving from: (A) incorrect or unauthorized use of
the Service, of its content and operations; (B) impossibility to use the
Service for any reason whatsoever.

11. By accepting the terms and conditions of
this agreement you acknowledge and agree that The Music Hype shall not be
deemed liable vis-à-vis you for any direct, indirect, incidental, special,
consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses resulting from
the Service and the products offered through the Service, even
if The Music Hype has been advised of the possibility of such damages.
The Music Hype makes no warranty with respect to the services and the
products supplied under this agreement. The Music Hype makes no warranty
that the The Music Hype Site and the access to it will always be available.
The Music Hype will not be deemed liable for any delays in the uploading or
updating of the The Music Hype Site's web pages. Furthermore The Music Hype will not be deemed liable for any damage whatsoever to the personal reputation. The Music Hype shall not be deemed in breach of any of its obligations under this agreement in the event any failure or delay is the result
of any cause or circumstance beyond its reasonable control, including but not limited to acts of God, fires, floods, strikes, hackers' attacks, outages, missing or insufficient connectivity directly suffered by The Music Hype or its suppliers or its sub-contractors.

Part 2 - Licensing Contract For The Utilisation Of Content

12. Grant of licence

This article is divided into four parts.

A) The first concerns your providing The Music Hype with permission to
post your Content on the The Music Hype Site and to use it in accordance
with the terms and conditions of this agreement.
B) The second concerns the use of your name, trade name, trademark,
photograph, likenesses, biography and other material for the purpose
of promoting the Content.
C) The third concerns makes it clear that you remain the owner of
anything you submit to The Music Hype, including the copyright in the
Content; all you are providing to The Music Hype is permission to
do certain things, and that permission may be revoked by you at any time
as specified below under "Termination".
D) The fourth relates to the uploading procedure of the Content
onto The Music Hype Site.

A) Content

1) You hereby grant to The Music Hype the right, on a
gratuitous and non-exclusive basis, throughout the universe, to do the
following things:

a) to copy (upload) and store the Content onto servers belonging to
The Music Hype, regardless of the location;
b) to copy (upload) and store the Content onto servers belonging to
third party operators of Electronic Systems in order to permit The Music Hype
to utilise and distribute the Content through Distribution Channels
operated by third parties and in consideration of the fact
that the current status of the technology used could mean that the Content
would have to be copied onto such servers;
c) to prepare, arrange, modify and encode - or have
it prepared, arranged, modified and encoded on behalf of The Music Hype - the
Content, or any portion thereof (including 30-second sound clips), for
digital transmission and to adapt the Content, only insofar as
such adaptations are required for technical purposes, so as to
modify the format of the Content in order to
meet the different technical standards applicable under each
circumstance and to different Distribution Channels,
such as, for example but without being limited to, adapting them
to MP3 format or to the formats required for the transmission of Content
through any other media, such as ring tones, karaoke, etc.;
d) to use, reproduce, transmit, broadcast, publicly
perform, distribute, market and/or synchronize with visual
images fixed and/or in motion, make available to the public, any or all of
the Content, including any portion thereof, on and/or by the
Distribution Channels or by any and all means and media now known or
hereafter devised which The Music Hype deems useful;
e) to include the Content in the The Music Hype Subscription
Service. The Music Hype shall be entitled to determine in its sole and absolute
discretion the subscription fee on a case-by-case basis and shall be
entitled to temporarily suspend or to interrupt the The Music Hype Subscription
Service whenever system maintenance problems so dictate or for any other
reason, without such circumstance causing The Music Hype to incur any liability
towards the you whatsoever;
f) to place the Content with other content not contemplated in this
agreement in The Music Hype Site and/or Website(s), for example, in the
download charts or in music selections made by The Music Hype, whether on
physical device or digital media; and
g) to license and sublicense third parties to exploit any of the
rights set out in a) and f) above.

2) It is understood that we will have the sole and absolute
discretion in performing or not any and all of the above granted rights,
with respect to which The Music Hype
does not undertake any performance obligations vis-à-vis you.

B) Name and Likeness

Subject to that mentioned under section (A) above and in order
to specify better the same, You hereby grant to The Music Hype permission, on a
gratuitous and non-exclusive basis, throughout the Universe, to use,
reproduce and display your name(s), group name, photograph
and/or images, biographical materials and/or likeness(es) uploaded
onto The Music Hype Site in connection, but not only,
with the distribution, promotion, marketing and advertising of the
Content, in the Website(s) that belong to The Music Hype or to the third
parties, in its own price lists and/or catalogues and in any other
promotional material directly and/or indirectly associated
with the distribution and/or utilisation and/or marketing of the Content
in any format.

C) Reserved Rights and Collecting Societies

1) You shall at all times retain the copyright and related rights
in and to the Content;

2) If you are a member of a collecting society/societies (e.g. SIAE) you have stated this in the space provided at the end of this agreement. If you join a collecting society or cease to be a member of such a society in the period between signing this agreement and termination of this agreement you will inform us as soon as possible, in order to have us properly pay what may be owed to you.

D) Uploading of the Content

Your Content shall be uploaded directly by you onto your web page on the
The Music Hype Site in accordance with the instructions from time to
time applied by The Music Hype at its sole discretion.

13. Compensation

Save for any different and specific agreement from time to
time expressly made by you and us, no compensation of any nature will be
owed to you with regards to the utilisation of your Content made
by The Music Hype pursuant to this agreement.

14. E-Mail Notification

In order to inform you of any new form of distribution and/or commercial
exploitation of the Content envisaged by The Music Hype as well
as any information and/or enterprise taken by The Music Hype with regards
to the Service, with regards to any amendments and/or changes to
this agreement, You acknowledge and agree that The Music Hype shall use the
e-mail address you inserted in the registration form as a privileged means
of communication and You expressly agree that The Music Hype shall use such
e-mail address to send to you offers and promotions also of third parties.
You hereby undertake to keep The Music Hype constantly updated and informed
of any changes in your e-mail address.

15. Termination

You may terminate this agreement on fifteen working days' written notice
sent by registered post to our address in The Music Hype, Bywater, Spilsby Rd, Wainfleet, PE24 4LP UK or by e-mail to our e-mail address:
webmaster@themusichype.com

Upon such termination, the permissions listed in the grant of
rights section above shall terminate upon our actual receipt of
such notice, provided that (a) The Music Hype shall have not less than ninety
(90) days to remove the Content from the The Music Hype Site, and (b) The Music Hype
shall be entitled in any case to continue to use the Content during the
same period of ninety (90) days in case the reasonable necessity
of The Music Hype requiring it.

The Music Hype may at any time terminate this agreement
on fifteen days' written notice sent by e-mail to the e-mail address you
inserted in the registration form.

16. Artist representation and warranties

You represent and warrant to The Music Hype that:

(a) the Content consists of original products owned by You or Your
band and that they do not contain sampled materials of any kind;
(b) subject to any rights you may have granted to a collecting
society/societies (copyright or neighbouring rights), you have the
full right and power to enter into and perform this agreement and have
secured all third party consents necessary to enter into this agreement;
(c) the Content does not infringe or will not in the future
infringe any third party's copyright, patent, trademark, trade secret or
other proprietary rights;
(d) the Content does not and will not violate any law,
statute, ordinance or regulation;
(e) the Content is not and will not be defamatory,
offensive, pornographic or obscene, or such to incite violence
or religious and/or racial hatred and likenesses;
(f) the Content does not and will not contain viruses, corrupted
files, or any other similar software or programs that may damage other's
data or the operation of other's computer systems;
(g) any fact or circumstance that you have notified and will notify to
The Music Hype in the future are true and complete; and
(h) if any member of your group is a minor, you hereby warrant
that you have the legal right to execute this agreement on behalf of the
minor artist and guarantee such person's performance of the terms of
this agreement;
(i) you shall be responsible for all
licensing, reporting and payment obligations of any kind to third parties
in connection with the Content, including but not limited to any
applicable union and/or guild payments, "sample" or "replay" licenses or
payments, and mechanical, synchronization or public performance royalties;
(j) 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.
These warranties shall survive any termination of this agreement.

17. Assignment

The Music Hype may assign or sub-contract all of our
rights and obligations under this agreement.

18 Governing Law and Jurisdiction

This agreement shall be exclusively subject to, governed by, construed and
interpreted in accordance with the laws of Great Britain.

 
 

 

 Music Hype UK ©2008