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General Terms

“Logging-In” into That Sound does not constitute a license for obtaining or distributing unauthorized music files or any other Content.

By registering and logging in to That Sound you hereby declare that:

  • You are legally allowed to enter into any agreement found in this Website.
  • You have read and understood the TERMS OF USE and the DISCLAIMER NOTICES of That Sound.
  • You voluntarily agree to abide by the TERMS OF USE and accept the DISCLAIMER, and other rules that may subsequently be found or stated in That Sound.
  • You will not knowingly or unknowingly use That Sound to violate any law on Intellectual Property or any other related laws that is imposed in your country or in other countries.

Policy on Acceptable Use

You agree that you will not use That Sound to:

1. Violate any law, international or local, pertaining to intellectual property, criminal acts and activities, civil rights, or any other types of law that may be related or connected to the Contents, features, and information found in this website.

2. Upload, distribute, promote, post, e-mail, transmit, display, copy, or otherwise communicate to the general public:

  1. Material or information that is: false, unlawful, pornographic, profane, racist, sexually explicit, ethnically or culturally offensive, indecent, threatening, tortuous, disparaging, negative or injurious to That Sound, abusive, libelous, defamatory, obscene, vulgar, offensive, promotes violence, racial hatred, terrorism, or illegal acts, or otherwise objectionable in the discretion of That Sound;
  2. Data or information of any kind that contains a virus, Trojan horse, time bombs, worms, spyware, adware, malware, bots, or other harmful component that restricts or inhibits any other User’s use and enjoyment of That Sound and its Contents;
  3. Materials that interferes with, overburdens, impairs or disrupts the Users or servers or networks connected to That Sound, or disobeys any requirements, procedures, policies or regulations of networks connected to the Properties;
  4. Information or material of any kind that is false or misleading or that constitutes or contains false or misleading indications of the origins of the Contents found in That Sound or statements of fact; and
  5. Any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, requests for money, petitions for signature, or any other form of solicitation.

3. Encourage, promote, solicit or commit conduct that would constitute a criminal offense, or one that will give rise to civil liability or otherwise violate any local, state, national or international law or otherwise make available any material that exploits or harms any individual, corporation or other legal entity;

4. Falsely impersonate any person or entity or state or otherwise misrepresent your affiliation with a person or entity;

5. Negatively affect the other Users’ ability to engage in real time exchanges on That Sound;

6. Stalk, abuse, violently exploit, act violently toward, threaten, sexually exploit or otherwise harass another User;

7. Use or attempt to use another’s information, account, password, service or system except as expressly permitted;

8. Collect or gather personal data including contact or personal information such as but not limited to telephone numbers, addresses, last names, email addresses, or any other kind of information about Users, including without limitation, through automatic means of accessing or logging-in on That Sound; and

9. Undertake any commercial or business purpose or activity without the prior written consent of That Sound, such as but not limited to inserting your own or a third party’s advertising, branding or promotional content into any of That Sound’s Content, materials or Services.

10. Sell purchases to a third party for a rerelease or as individual beat.  For avoidance of doubt, That Sound shall only grant users the non-exclusive license to the beats, in which can not be used for commercial third party use unless agreed upon by That Sound.

Under pain of perjury and/or criminal prosecution, you represent, warrant and agree that you will comply with the above acceptable use requirements and that any information or warranties required by That Sound to be provided by you are true and correct. That Sound reserves the right, in its sole discretion, to terminate your User’s account or take such other action as That Sound sees fit in relation to anyone who breaches That Sound’s policy on acceptable use or any of the other terms set forth herein. In extreme cases or as required by law or regulation, That Sound reserves the right to take court action and/or report Users to the relevant authorities.

Third Party Links

That Sound may contain hyperlinks to third party websites (“Other Sites”). If you use the hyperlinks to access these Other Sites, you will leave That Sound and your browser will be re-directed to the Other Sites. The Other Sites may have their own terms of service and privacy policy and may have different practices and requirements than That Sound. That Sound has no knowledge of, and is not responsible for, the content, information, services, products or advertisements presented by Other Sites which you use at your own risk. The terms of service and privacy policy of Other Sites shall apply to your access and use of them and you should familiarize yourself with those documents. That Sound accepts no responsibility for the content or conduct of Other Sites.

Intellectual Property Ownership; License

All of the Contents, and everything and anything found in That Sound, whether in the past, present and future are protected by applicable copyrights, trademark rights, database rights and other proprietary (including, but not limited to, intellectual property) rights and are the properties of That Sound, its parent, subsidiaries, affiliates, or its licensors and original artists. Except as expressly set forth in these Terms of Use or otherwise expressly granted to you in writing by That Sound, no rights (either by implication, prescription, estoppel or otherwise) in the Contents therein are granted to you.

The unauthorized redistribution, modification or adaptation, downloading, side-loading, exchanging, copying, reproduction, re-arrangement, sale, leasing, renting, lending, distribution, uploading, posting, transmitting, communication to the public or publication by you, directly or indirectly, of That Sound’s Contents, including the removal or alteration of advertising, except pursuant to the express limited grant of rights hereunder, is strictly prohibited.

You agree to abide by any and all additional notices, information or restrictions in respect of the Contents contained in any part of That Sound. Exploiting any part of the Contents for a purpose that is not permitted by these Terms of Use is expressly prohibited without prior written permission from That Sound or the applicable intellectual property rights holder as identified on That Sound.

Subject to the strict compliance to these Terms of Use, That Sound grants you a limited, personal, non-exclusive, non-commercial, revocable, non-assignable and non-transferable license to:

  1. Listen to music from That Sound;
  2. Communicate with other members of That Sound community; and
  3. Upload and download music to and from That Sound strictly as permitted in accordance with the Terms of Uploading and Downloading in That Sound and Terms of Use and any other terms posted on That Sound and on the condition that you:
    1. do not insert any code, product or material to manipulate the music or song in any way that affects any User’s experience;
    2. do not adapt, copy, republish, communicate to the public, display, transfer, share, distribute or otherwise exploit the Content, except as under these Terms of Use;
    3. retain and do not alter or tamper with any trademark, copyright and other proprietary or legal notices contained in the original Content or any permitted copy you may make of the Contents;
    4. do not, and do not allow or aid or abet any third party (whether or not for your benefit) to, copy or adapt the object code of That Sound or Services (including, without limitation, software, HTML, JavaScript, or other code); to reverse engineer, reverse assemble, decompile, modify or attempt to discover any source or object code, circumvent or attempt to circumvent or copy any copy protection mechanism or access any rights management information;
    5. do not access Content through any technology or means other than the playback pages of That Sound itself, the Embeddable Player, or other explicitly authorized means That Sound may designate; and
    6. copy or seek to copy or “rip” any audio and/or audiovisual content from That Sound or any part of the Service illegally and without prior written consent of That Sound.

User Accounts

To access the Contents of That Sound, Users are required to use their own and personal That Sound account. You agree to accept responsibility for all activities that occur under your account or password, if any. You are responsible for maintaining the confidentiality of your password, if any, and for restricting access to your computer so that others may not access any password-protected portion of That Sound or other Contents found therein using your name, username or password in whole or in part.

Conflicts with the Terms of Use and User License Agreement of Other Websites

Should there be a conflict between these Terms of Use and the terms of any applicable end user license or similar agreement, the end user license or similar agreement will prevail, unless the additional conditions expressly state that these Terms of Use will prevail. In cases where there are no additional terms or conditions stated for any such registrations, services or products, these Terms of Use will prevail.

No Warranty as to Third Party Content and Information

That Sound makes no representations or warranties as to the accuracy, completeness, currency, adequacy or reliability of any Content provided by the Users and Third parties and will not be liable for any lack of the foregoing.

That Sound will not and cannot be held responsible or liable for any loss or damage of any sort incurred as the result of any dealings with third party advertisers or commercial partners or the offering of their products, services, and other contents on That Sound.

Descriptions of, or references to, products, services or publications within That Sound do not imply endorsement of that product, service or publication.

Indemnity Clause

You hereby agree to indemnify, hold harmless, and keep That Sound, its parents, subsidiaries and affiliates, and their respective owners, officers, managers, members, agents and employees, fully and effectively indemnified with respect to any and all liabilities, losses, damages, judgments, settlements, costs, claims, demands, investigations costs and expenses, including attorneys’ fees arising out of or in connection with this Terms of Use, including but without limitation to:

  1. your use of That Sound and its services, and the music files found therein;
  2. your violation of these Terms of Use or any law, rule or regulation;
  3. your use of the Contents therein; or
  4. your placement or transmission of any information uploaded by you or any other Content or materials on or through That Sound.

You also promise that you will cooperate as fully earnestly and diligently as required by That Sound in the defense of any claim.

Notwithstanding the foregoing, That Sound retains the exclusive right to settle, compromise and pay any and all claims, demands, proceedings, suits, actions or causes of actions which are brought against That Sound herein under the terms and provisions of this section and in no event shall you settle any such claim without That Sound’s prior written approval.

Governing Law

These Terms of Use and its interpretation shall be governed by and construed in accordance with the US Laws in the State of Tennessee and each User agrees to waive all right to litigation as each case will be subject to binding mediation in the State of Tennessee or any other forum dictated by That Sound.

Other Related Matters

You agree that these Terms of Use will not be construed against That Sound by virtue of having drafted these Terms of Use.

Any other rules, restrictions, guidelines and terms and conditions that may be posted or made available in connection with a particular feature on That Sound shall be incorporated by this into these Terms of Use for all purposes.

You are solely responsible for compliance with applicable laws, rules, and regulations in connection with your use of That Sound and it services, and the Contents found therein, including, without limitation, those governing your transmission or use of any data.

These Terms of Use and any applicable end user license or similar agreements contain the sole and entire agreement between the parties with respect to That Sound and its services, the Content and the data you uploaded. It supersedes any and all other prior written or oral agreements between them. The section titles in these Terms of Use are for your convenience only and do not have any legal or contractual effect.

Termination or Restriction of Access

You understand and agree that That Sound will determine your compliance with these Terms of Use in its sole discretion. That Sound reserves the right to restrict, suspend, deny or terminate access to all or part of That Sound or any Service and to deny access to any person in its sole discretion without notice or liability of any kind.

That Sound maintains a policy that provides for the termination in appropriate circumstances of That Sound’s user privileges against users who are infringers of intellectual property rights and violators of the Terms of Use found in That Sound.

Violations of these Terms of Use may be referred to law enforcement authorities in proper cases.

Separation Clause

If any provision of these Terms of Use shall be held invalid or unenforceable by any court of competent jurisdiction or as a result of future legislative action, such holding or action shall be strictly construed and shall not affect the validity or effect of any other provision of these Terms of Use. No waiver on the part of That Sound of any of these Terms of Use will be of any force or effect unless made in writing and signed by a duly authorized officer of That Sound.

Nothing in these Terms of Use are intended to confer on any third party any benefit or any right under any law in any country to enforce any provisions of these Terms of Use.

UPLOADING AND DOWNLOADING

A. UPLOADING

You Have All Necessary Rights

For all information that you upload to or through That Sound (including but not limited to any songs, band information, audio, video, data, images, graphics, photo, text information, show and concert listings, etc.) (“Content”) that you upload to That Sound, you represent and warrant that

  1. you are the sole and exclusive holder of any and all rights in and to the Content and/or an authorized representative or agent of the holder(s) (with written authority to act on behalf of the exclusive owner) of any and all such rights for the purposes of use of the Content; and
  2. that use of the Content on or through That Sound does not violate the privacy rights, publicity rights, copyrights, trademarks, contract rights or any other rights of any person.

You agree to pay all royalties, fees, and any other monies owing to any person by reason of any Content posted by you to or through That Sound or for any Content made available for downloading. You further guarantee that the compositions, recordings, lyrics, text and other materials contained in the Content are original, created only by you or the entity on whose behalf you are entering into this agreement and do not contain any “samples” or excerpts that would infringe on the copyrights of others and do not otherwise infringe on the rights of any other individuals or companies.

Your Ownership Of Proprietary Rights In Uploaded Content

That Sound does not claim ownership of any intellectual property rights over the Content (including text, files, images, photos, video, sounds, musical works, works of authorship, or any other materials) that you upload. Any intellectual property rights, including the copyright, in the uploaded Content belongs solely to you or the holder/s you represent, subject to the non-exclusive license granted herein. After uploading your Content to That Sound, you or the holder/s you represent continue to retain all ownership rights in such Content, and you continue to have the right to use your Content in any way you choose.

Responsibility For Content

You agree and acknowledge that you are responsible for any and all samples and royalty payments arising from That Sound’s use of the Content as described in this Terms of Use. You hereby expressly warrant and represent that you shall be solely responsible for any and all applicable royalties due to the holder(s) of any rights (or sub-rights) in and to any Content by reason of any sale, display, download, sampling, infringement claims and/or use of any Content in any way and in any media now known or hereinafter discovered, including, but not limited to, master recording royalties, performance royalties and publisher royalties. You further agree to and shall indemnify and hold That Sound (and its owners, officers, directors, employees, agents, representatives and/or affiliates) harmless against any and all losses, damages, costs, claims, actions and proceedings, including without limitation to attorneys fees and costs, or resulting from the services of the artists, musicians, song writers, and any other rights holder(s) whose work (or a portion of whose work) you submit to the That Sound for display, performance, sampling, download, and/or use.

Content Is Unencumbered

In addition to the representation and warranty that you have the unfettered authority to provide said Content to That Sound, you hereby represent that the Content is unencumbered by any liens or encumbrances to your title and/or right to license or provide the same to That Sound.

License Of Uploaded Content To That Sound

By displaying or publishing (“uploading”) any Content on That Sound, you hereby grant to That Sound a limited license to use, copy, publicly perform, digitally perform publicly and display such Content (in whole or in part), in any format or medium now known or later developed, solely on and through That Sound. You likewise license to That Sound all patent, trademark, trade secret, copyright or other proprietary rights in and to such Content for publication on That Sound pursuant to these Terms of Use. The license is non-exclusive (meaning you are free to license your Content to anyone else in addition to That Sound), fully-paid and royalty-free (meaning that That Sound is not required to pay you for the use on its website of the Content that you upload), sub-licensable (so that That Sound is able to allow its affiliates and subcontractors such as Internet content delivery networks that provide That Sound to use your Content and to permit users to view, hear, read, stream, download and link to your Content), and worldwide (you grant That Sound license to use, display, and perform the Content anywhere in the world). The license does not grant That Sound the right to distribute your Content outside of its website. Except upon your prior authorization, That Sound may not transfer or sell its Content license to others. You represent and warrant that you have sufficient ownership rights to grant the license of the Content you upload to That Sound.

You also hereby grant each user of That Sound a non-exclusive license to access your Content through That Sound, and to use, distribute, display and perform such Content as permitted through the functionality of That Sound and under these General Terms of Uploading and Downloading.

By making your Content downloadable, you make your Content available for free download to everyone who signs up in accordance with the terms of downloading provided herein.

Waiver of Royalties

You grant That Sound a waiver of any and all royalties on the Content including but not limited to performance royalties. You represent that you or the holder/s you represent have sufficient ownership of rights in the Content to grant That Sound such waiver.

Content Removal

You can remove your Content at any time by deleting your account or by deleting the individual Content. The above licenses granted by you in the Content you submitted to That Sound shall terminate within a commercially reasonable time after you remove or delete your Content.

Copyright Policy

You may not post, modify, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to others without obtaining the prior written consent of the owner of such proprietary rights. It is the policy of That Sound to terminate all privileges of any User who infringes the copyright rights of others upon receipt of prompt notification to That Sound 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 That Sound in a way that constitutes copyright infringement, _____________________and provide That Sound with the following information:

  1. a statement that you have identified material on the Website which infringes your copyright or the copyright of a third party on whose behalf you are entitled to act;
  2. a description of the copyrighted work that you claim has been infringed;
  3. a description specifying the material that you claim is infringing and the location of the material on That Sound (including, for example: a URL and/or screen shot);
  4. your full name, telephone number and email address on which you can be contacted;
  5. a written statement by you that you have good faith belief that the disputed use of the material is not authorized by the copyright owner, its agent, or the law;
  6. a statement by you that the information in the Notice is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of the exlcusive right that is allegedly infringed; and
  7. an electronic or physical signature (which may be a scanned copy) of a person authorized to act on behalf of the owner of the copyright interest;

For notice of claims of copyright infringement, That Sound can be reached as follows:

By email: dustin@iwantthatsound.com

Termination

Either you or That Sound may terminate your account or your Content at any time, for any reason or no reason, without explanation. You agree that That Sound may, without prior notice, immediately terminate your account or Content, and withhold access to That Sound.

Cause for such termination shall include, but not be limited to:

  1. breach or violation of this Terms of Use or other incorporated agreements or guidelines;
  2. requests by law enforcement or other government agencies;
  3. a request by you (self-initiated account deletions);
  4. discontinuance or material modification to That Sound (or any part of the service thereof);
  5. unexpected technical or security issues or problems;
  6. extended periods of inactivity; and/or
  7. you have engaged in fraudulent or illegal activities.

That Sound shall not be liable to you or any third-party for the termination of your account or Content made in That Sound’s sole discretion.

B. INDEMNIFICATION

You hereby expressly agree to and shall indemnify and hold That Sound (and its owners, officers, directors, employees, agents and representatives and/or affiliates) harmless, against any and all losses, damages, claims, actions and proceedings brought against That Sound including without limitation to and with respect to its attorneys fees and costs, arising from the upload, download, and/or use of the Content, or any portion thereof, in accordance with the Terms of Use.