mixlocker terms of use

Welcome to mixlocker.com. The following Terms and Conditions of Use shall govern your use of the mixlocker Website, content, and services offered by and operated through MIXLOCKER.COM (collectively, "mixlocker"). By using the mixlocker Website you agree to be bound by these Terms and Conditions (this "Agreement"), whether or not you register for mixlocker’s promotional DJ service. If you wish to make use of the mixlocker Website and/or services, please read this Agreement and indicate your acceptance.

This Agreement sets out the legally binding terms that govern your use of the mixlocker Website and/or your use of mixlocker (the mixlocker promotional DJ service and/or viewing the Website or downloading Tracks) at www.mixlocker.com (collectively the "Service"). mixlocker may modify this Agreement from time to time and such modification shall be effective upon posting by mixlocker on the Website. You agree to be bound to any changes to this Agreement when you use the Service after any such modification is posted. Your continued use of the Website and/or Service following the posting of changes will mean that you accept and agree to the changes. As long as you comply with these Terms and Conditions of Use, mixlocker grants you a personal, non-exclusive, non-transferable, limited privilege to use mixlocker. mixlocker may revoke such privilege at any time with or without notice. This Agreement includes mixlocker's policy for acceptable use and content uploaded to, posted on, or downloaded from the Website, your rights, obligations and restrictions regarding your use of the Website and the Service, and mixlocker's Privacy Policy. If you register for mixlocker's promotional service for DJs, all the terms below apply to you as well as the terms and conditions in the section below headed “DJ Service Addendum”. Users of mixlocker’s promotion DJ service can access all of the features of mixlocker including the features described in the DJ Service Addendum.

YOUR AFFIRMATIVE ACT OF USING MIXLOCKER SIGNIFIES THAT YOU AGREE TO THE FOLLOWING TERMS OF USE, YOU CONSENT TO THE INFORMATION PRACTICES DISCLOSED IN THE PRIVACY POLICY, AND YOU CONSENT TO RECEIVE REQUIRED NOTICES AND TO TRANSACT WITH MIXLOCKER ELECTRONICALLY. IF YOU DO NOT AGREE, DO NOT USE MIXLOCKER. DESCRIPTION OF SERVICE

Mixlocker is a promotional DJ service that allows DJs to create unique personal profiles online in order to locate and communicate with others in the music community. The Service allows DJs to create their own profile and promote their services. The Service also allows all users to browse DJ profiles and to download DJ mixes of sound recordings ("Tracks") and related digital content ("Materials") at no cost. All users are responsible for any hardware, systems and/or software program(s) they use and any associated fees and expenses (a) to connect to or use the Internet, and/or (b) to use any Tracks or Materials. The Tracks and the Materials are provided by DJs to users only for personal, non-commercial use.

ELIGIBILITY

Use of the Service is void where prohibited. By using mixlocker and the Service, you represent and warrant that all registration information you submit is truthful and accurate and that you agree to maintain the accuracy of such information. You further represent and warrant that you are 18 years of age or older and that your use of mixlocker and the Service shall not violate any applicable law or regulation.

USE OF MIXLOCKER WEBSITE, SERVICE, TRACKS AND MATERIALS

The Tracks and Materials are Not owned by mixlocker. The Tracks and Materials are owned by the individual DJs hosting said Tracks and/or Materials on mixlocker for the promotion of their DJ services, and are protected by intellectual property laws. You agree that the content rights holders that post their musical or other content on mixlocker for use in the Service are intended third-party beneficiaries under this Agreement with the right to enforce the provisions that directly concern their content.

Your access to and/or use of any Track(s) will be limited by the rules described in this section. A Track is any musical track posted on mixlocker that you may: (1) save to the hard drive of your computer and play back at any time, (2) burn to a CD, DVD and/or (3) transfer to a compatible portable device. If you download Tracks, it is your responsibility to make certain that the tracks are free of any virus or other defect that may infect or damage your computer or portable device. mixlocker shall have no liability whatsoever to you in the event of any such loss, destruction, or damage.

You may use, transfer, or burn each Track to a CD as you like. However, you agree not to copy, distribute, or transfer any Track for financial gain. The burning or transfer capabilities provided for herein shall not operate to waive or limit any rights of the copyright owners in Tracks or Materials or any works embodied in them.

All rights not expressly granted to you in this Agreement are reserved to mixlocker and/or the Copyright owners of any Tracks and/or Materials on this Website.

You may not use any 'deep-link', 'page-scrape', 'robot', 'spider' or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Website or any Content, or in any way reproduce or circumvent the navigational structure or presentation of the Website or any Content, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Website. mixlocker reserves the right to bar any such activity.

You may not attempt to gain unauthorized access to any portion or feature of the Website, or any other systems or networks connected to the Website or to any mixlocker server, or to any of the services offered on or through mixlocker’s website, by hacking, password 'mining' or any other illegitimate means.

You may not probe, scan or test the vulnerability of the Website or any network connected to the Website, nor breach the security or authentication measures on the Website or any network connected to the Website. You may not reverse look-up, trace or seek to trace any information on any other user of or visitor to the Website, or any other user of mixlocker, including any mixlocker account not owned by you, to its source, or exploit the Website or any service or information made available or offered by or through the Website, in any way where the purpose is to reveal any information, including but not limited to personal identification or information, other than your own information, as provided for by the Website.

You agree that you will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Website or mixlocker's systems or networks, or any systems or networks connected to the Website or to mixlocker.

You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of the Website or any transaction being conducted on the Website, or with any other person's use of the Website.

You may not forge headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmittal you send to mixlocker on or through the Website or any service offered on or through the Website. You may not pretend that you are, or that you represent, someone else, or impersonate any other individual or entity.

You may not use the Website or any Content for any purpose that is unlawful or prohibited by these Terms of Use, or to solicit the performance of any illegal activity or other activity which infringes the rights of mixlocker or others

EXPLICIT CONTENT

Certain Tracks and/or DJ profiles may contain Explicit Language and/or Content. mixlocker neither monitors nor reviews the Tracks and/or DJ profiles for Explicit Language and/or Content. mixlocker takes no responsibility and assumes no liability for any Explicit Language or Content in the Tracks or in DJ profiles. Therefore, by using mixlocker you agree that you are aware that certain Tracks and DJ profiles may contain Explicit Language and/or Content, and that you agree to indemnify and hold harmless mixlocker, its partners, parents, subsidiaries, agents, affiliates, etc., as applicable, from and against all claims resulting from Explicit Language and/or content in Tracks or posted in any profile or other public area. You agree that mixlocker is not liable for Content that is provided by others. mixlocker has no duty to pre-screen Content, but mixlocker has the right to refuse to post or to edit submitted Content. mixlocker reserves the right to remove Content for any reason, but it is not responsible for any failure or delay in removing such Content.

LINKS TO THIRD-PARTY SITES, PROMOTIONS, AND ADVERTISING

The Website or Service may present links to third-party websites not owned or operated by mixlocker. mixlocker is not responsible for the availability of these sites or their contents. You agree that mixlocker is not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of or reliance on any content of any such website or goods or services available through any such website. In addition, mixlocker and/or its business partners may present advertisements or promotional materials on or through the Service. Your participation in any promotional event is subject to the terms and conditions associated with that event. Your dealings with, or participation in promotions of, any third-party advertisers on or through the Service are solely between you and such third-party. You agree that mixlocker shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such third parties on the Service.

MODIFICATIONS TO SERVICE

Mixlocker reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice to you, without any liability to you or to any third party.

DISCLAIMERS

YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICE, TRACKS AND THE MATERIALS, IS AT YOUR OWN SOLE RISK. THE SERVICE, TRACKS, AND THE MATERIALS ARE PROVIDED "AS IS" AND WITHOUT REPRESENTATIONS, WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, IN FACT OR IN LAW, BY MIXLOCKER OR ITS AGENTS, EMPLOYEES, PARENTS, SUBSIDIARIES, AFFILIATES, BUSINESS PARTNERS AND/OR SUPPLIERS (THE "MIXLOCKER ENTITIES"), AS APPLICABLE, AND, TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, THE MIXLOCKER ENTITIES EXPRESSLY DISCLAIM ALL REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABLE QUALITY AND FITNESS FOR A PARTICULAR PURPOSE AND THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE, AND ANY WARRANTY OF NON INFRINGEMENT. THE MIXLOCKER ENTITIES DO NOT REPRESENT, WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS OR WARRANTIES REGARDING THE USE OR THE RESULTS OF THE USE OF THE SERVICE WITH RESPECT TO PERFORMANCE, ACCURACY, RELIABILITY, SECURITY, ACCESSIBILITY, CAPABILITY OR OTHERWISE. YOU WILL NOT HOLD ANY MIXLOCKER ENTITY RESPONSIBLE FOR ANY DAMAGES THAT RESULT FROM YOU ACCESSING OR USING (INCLUDING ANY SOFTWARE OR SYSTEMS YOU USE TO ACCESS) THE SERVICE INCLUDING, BUT NOT LIMITED TO, DAMAGE TO ANY COMPUTER, SOFTWARE OR SYSTEMS OR PORTABLE DEVICES YOU USE TO ACCESS THE SAME. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY ANY PERSON SHALL CREATE A REPRESENTATION, WARRANTY OR CONDITION IN ANY WAY WHATSOEVER RELATING TO ANY OF THE MIXLOCKER ENTITIES. UNDER NO CIRCUMSTANCES SHALL ANY MIXLOCKER ENTITY BE LIABLE FOR ANY UNAUTHORIZED USE OF THE SERVICE, TRACKS AND/OR THE MATERIALS.

UNDER NO CIRCUMSTANCES SHALL ANY MIXLOCKER ENTITY BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL OR SPECIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, AND THE LIKE) ARISING OUT OF THE USE OR INABILITY TO USE MIXLOCKER AND/OR THE SERVICE, EVEN IF THE MIXLOCKER ENTITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT THAT IN A PARTICULAR CIRCUMSTANCE ANY DISCLAIMER OR LIMITATION ON DAMAGES OR LIABILITY SET FORTH HEREIN IS PROHIBITED BY APPLICABLE LAW, THEN, INSTEAD OF THE PROVISIONS HEREOF IN SUCH PARTICULAR CIRCUMSTANCE, THE MIXLOCKER ENTITIES SHALL BE ENTITLED TO THE MAXIMUM DISCLAIMERS AND/OR LIMITATIONS ON DAMAGES AND LIABILITY AVAILABLE AT LAW OR IN EQUITY UNDER SUCH APPLICABLE LAW IN SUCH PARTICULAR CIRCUMSTANCE, AND IN NO EVENT SHALL SUCH DAMAGES OR LIABILITY, REGARDLESS OF THE NUMBER OF CLAIMS AND WHETHER IN CONTRACT OR TORT OR OTHERWISE, EXCEED THE TOTAL OF ANY SERVICE OR SIMILAR FEES WITH RESPECT TO ANY SERVICE OR FEATURE OF OR ON MIXLOCKER PAID IN THE SIX MONTHS PRIOR TO THE DATE OF THE INITIAL CLAIM MADE AGAINST MIXLOCKER.

In addition, mixlocker is not responsible for any incorrect or inaccurate content posted on the Website or in connection with the Service provided, whether caused by users of mixlocker, or by any of the equipment or programming associated with or utilized in the Service. mixlocker is not responsible for the conduct, whether online or offline, of any user of mixlocker or of the Service. mixlocker assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any Content, Tracks, or Materials on mixlocker. mixlocker is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or at any Website or combination thereof, including any injury or damage to users or to any person's computer related to or resulting from participation or downloading materials in connection with mixlocker and/or in connection with the Service. Under no circumstances shall mixlocker be responsible for any loss or damage, including personal injury or death, resulting from use of the Website or the Service or from any Content posted on the Website or transmitted to or downloaded by users, or any interactions between users of mixlocker, whether online or offline. Again, mixlocker and the Service are provided "AS-IS".

INDEMNIFICATION

Upon a request by mixlocker, you agree to indemnify and hold harmless mixlocker and its agents, employees, representatives, affiliates, parents and subsidiaries from and against any and all claims, losses, demands, causes of action and judgments (including legal fees and court costs) arising from or concerning your breach of this Agreement or your use of the Service, or the Tracks and Materials, and to reimburse mixlocker on demand for any losses, costs or expenses it incurs as a result thereof. You agree to cooperate with mixlocker in asserting any available defenses. You understand and agree that your cancellation of your Service or discontinuance of use of the Website/Service is your sole right and remedy with respect to any dispute with mixlocker.

LEGAL NOTICES & VENUE

His Agreement and any other terms or documents referred to herein represent your entire agreement with mixlocker with respect to your use of the Website and/or Service. If any part of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. The laws of the State of California, excluding its conflicts of law rules, govern this Agreement and all matters relating to your access to or use of the Website and/or Service, the Tracks, and the Materials. You expressly agree that the courts in the State of Illinois, cook County, have exclusive jurisdiction over any claim or dispute with mixlocker or relating in any way to your use of the Service, Website, Tracks, and the Materials. You further agree and expressly consent to personal jurisdiction over you in the federal and state courts in Cook County in connection with any such dispute including any claim involving mixlocker or its partners, parents, affiliates, subsidiaries, employees, contractors, officers, directors or suppliers. Any claim under these Terms and Conditions of Use must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred. In the event of any controversy or dispute between mixlocker and you arising out of or in connection with your use of the Website and/or Service, the parties shall attempt, promptly and in good faith, to resolve any such dispute. If the parties are unable to resolve any such dispute within a reasonable time (not to exceed thirty (30) days), then either party may submit such controversy or dispute to mediation. If the dispute cannot be resolved through mediation, then the parties shall be free to pursue any right or remedy available to them under applicable law. You agree that any unauthorized use of the Service, the Tracks, and the Materials would result in irreparable injury to mixlocker and/or its affiliates for which money damages would be inadequate, and in such event mixlocker, and/or its affiliates, as applicable, shall have the right, in addition to other remedies available at law and in equity, to immediate injunctive relief against you. Nothing contained in this Agreement shall be construed to limit remedies available pursuant to statutory or other claims that mixlocker, and/or its affiliates may have under separate legal authority.

OTHER

This Agreement is accepted upon your use of the mixlocker Website and is further affirmed by you accessing mixlocker and/or using the Service. This Agreement constitutes the entire agreement between you and mixlocker regarding the use of the Website and/or the Service. The failure of mixlocker to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. Please contact mixlocker with any questions regarding this Agreement.

I HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED HEREIN.

DJ SERVICE ADDENDUM

Mixlocker’s Service offers certain features that are available only to users of the DJ promotion service. If you choose to register for the DJ promotion service, in addition to the general access to mixlocker Service, you will also have access to the features described below. In such event, your use of the Service will be subject, in addition to all the other terms of this Agreement, to the terms described in this Addendum. The DJ promotion service is a service for which you must pay a fee, which fee is based on your uploading of Tracks. If mixlocker makes any changes to these terms and conditions that you do not wish to accept, your only remedy is to terminate your Service.

DESCRIPTION OF DJ SERVICE

The promotion DJ service allows you to post a profile and to upload Tracks of original work (for promotional purposes) to mixlocker. mixlocker users may then download your Track for free and play it or otherwise save and maintain it on a computer or other portable device for future play. This promotion DJ service provides an opportunity for DJs to promote their work and reputation and interact with friends and supporters in the music community. mixlocker cannot and does not guarantee or promise any specific results from use of mixlocker and/or the Service.

mixlocker reserves the right, in its sole discretion, to reject, refuse to post or to remove any posting (including email) by you, or to restrict, suspend, or terminate your access to all or any part of the Website and/or Service at any time, for any or no reason, with or without prior notice, and without liability.

REGISTRATION

To use the promotional DJ service, you must register and provide certain information, including but not limited to a user name, a password and a valid email address ("Registration Data"). You agree to provide accurate Registration Data and to update your Registration Data as necessary to keep it accurate. mixlocker will use your Registration Data in accordance with its privacy policy above. You agree that you will not allow others to use your user name, password and/or account and you are solely responsible for maintaining the confidentiality and security of your account. You agree to notify mixlocker immediately of any unauthorized use of your password and/or account. mixlocker shall not be responsible for any losses arising out of the unauthorized use of your user name, password and/or account and you agree to indemnify and hold harmless mixlocker, its partners, parents, subsidiaries, agents, affiliates and/or licensors, as applicable, for any improper, unauthorized or illegal uses of the same.

You can cancel your promotional DJ service by delivering notice to mixlocker at info@mixlocker.com. mixlocker will reasonably attempt to return a cancellation confirmation to your email address and remove your profile. You should retain this confirmation as a record. If you cancel your service, mixlocker will not refund any remaining portion of your fees.

CHARGES / BILLING

Mixlocker’s hosting fee for Tracks is on a per track basis. By completing the promotional DJ service registration and uploading a Track, you authorize mixlocker to charge the applicable fee to your designated credit card. Provided a Track is not removed under the terms of this Agreement, it shall remain available for download for one (1) year on mixlocker from the day the Track was uploaded. All Fees are subject to change by mixlocker at any time.

CONTENT POSTED BY YOU ON THE mixlocker WEBSITE

a. You understand and agree that mixlocker may review and delete any Tracks, Materials, photos or profiles (collectively, "Content") that in the sole judgment of mixlocker violate this Agreement or which may be offensive, illegal or violate the rights, harm, or threaten the safety of any person or entity.

b. Your Service is solely for your personal use, and you shall not authorize others to use your account, including your profile. You are solely responsible for all content posted, published or displayed ("posted") through your account, including but not limited to any Tracks, profile, photos, and for your interactions with other mixlocker users whether online or offline.

c. By posting any Content to the mixlocker Website, you hereby grant to mixlocker the non-exclusive, fully paid, worldwide license to use, publicly perform and display such Content on the Website. This license will terminate at the time you remove such Content from the Website.

d. Please consider carefully the information you post on mixlocker and that you provide to other users of mixlocker. Any photographs posted by you may not contain nudity, violence, or offensive subject matter. Information provided by other mixlocker users (for instance, in their Profile) may contain inaccurate, inappropriate or offensive material, products or services and mixlocker assumes neither responsibility nor liability for this material.

RESTRICTIONS ON CONTENT POSTED BY YOU ON THE MIXLOCKER WEBSITE

Mixlocker reserves the right to investigate and take appropriate legal action in its sole discretion against anyone who violates this provision, including without limitation, removing the offending Content from the Service and terminating the use of such violators. You may not use the Service to transmit, display, perform or otherwise make available any messages, content or materials (i) that are unlawful, harmful, obscene, threatening, defamatory, or invasive of privacy or otherwise intentionally or unintentionally violates any applicable local, provincial, national or international laws; (ii) that constitute political campaigning or commercial solicitation or that contain software viruses or other computer code designed to interfere with the functionality of any computer systems; or (iii) that infringe third-party rights (including, but not limited to intellectual property rights) or harm minors in any way. You may not interfere with or disrupt the Service or any networks connected to or by the Service. In addition, you may not use a false email address or otherwise mislead others as to your identity. By posting information, uploading Tracks or Materials, or engaging in any other form of communication through the Service, you agree that mixlocker may copy, adapt, transmit, publicly perform or display any such content to provide and/or promote the Service and/or to respond to any legal requirement, claim or threat. If mixlocker's use of such content exploits any proprietary rights you may have in such material, you agree that mixlocker has an unrestricted, royalty-free, non-exclusive and perpetual worldwide right do so. You agree that any loss or damage of any kind that occurs as a result of the use of any Tracks, content or material that you upload, post, transmit, display or otherwise make available through your use of the Service is solely your responsibility.

INTELLECTUAL PROPERTY RIGHTS

If mixlocker receives notice alleging that you have engaged in behavior that infringes mixlocker's or other's intellectual property rights or reasonably suspects the same, mixlocker may suspend or terminate your account without notice to you. If mixlocker suspends or terminates your account under this paragraph, it shall have no liability or responsibility to you, including for any amounts that you have previously paid. You may not post, upload, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information without obtaining the prior written consent of the owner of such proprietary rights. It is the policy of mixlocker to terminate Service privileges of any user who infringes copyright upon prompt notification to mixlocker by the copyright owner or the copyright owner's legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the Service in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; a description of the copyrighted work that you claim has been infringed; a description of where the material that you claim is infringing is located on the Website; your address, telephone number, and email address; a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf. mixlocker’s Copyright Agent for notice of claims of copyright infringement can be reached via email at: info@mixlocker.com.

TERMINATION

Your right to use mixlocker automatically terminates if you violate these Terms and Conditions of Use or any rules or guidelines posted in connection with mixlocker. You agree that mixlocker, in its sole discretion, may terminate your profile, password, account (or any part thereof) or use of the Service for any reason, including, without limitation, if mixlocker believes that you have violated or acted inconsistently with the Agreement. mixlocker may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of this Agreement may be effected without prior notice, and acknowledge and agree that mixlocker may immediately deactivate or delete your account and any further access to the Service.

I HAVE READ THIS ADDENDUM TO THE AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED HEREIN.