Set forth below are the terms and conditions (these “Terms and Conditions”) governing the Karrera Creative LLC web site located at, or linked to through, the root URL www.FreeInstrumentals.com, which may expand or change from time to time (the “Website”). As used herein, the term “FreeInstrumentals” refers to Karrera Creative LLC., the sole owner and operator of the Website; the term “you” or “your” refers to an individual, representing yourself or, if applicable, acting as legal representative for a group, business entity or corporation.
CAREFULLY READ THESE TERMS AND CONDITIONS. BY AVAILING YOURSELF OF THE WEBSITE OR RELATED SERVICES, YOU ARE CONSENTING TO BE BOUND BY THESE TERMS AND CONDITIONS AS SUCH TERMS MAY BE MODIFIED FROM TIME TO TIME AS DESCRIBED BELOW.
Use of Materials Found on the Website: The information, artwork, text, video, audio, pictures, software and other intellectual property (collectively, “Materials”) contained on the Website are protected by copyright and international laws. You may only access and use the Materials for personal or educational purposes or as expressly provided for in applicable FreeInstrumentals program terms and conditions. You may not otherwise reproduce, distribute, publicly perform, publicly display, modify or create derivative works of the Materials, unless authorized by the appropriate copyright owner(s). In the event that you print Materials found on the Website, you must include any copyright notice originally included with the Materials on all copies. You may not link directly to any media file located on a FreeInstrumentals server, except where explicitly allowed to do so. You should not attempt to claim any Materials as your own work. Any computer software downloadable or otherwise available on the Website is provided subject to the terms of the applicable license agreement. Before using any FreeInstrumentals logo or trademark, please contact FreeInstrumentals.
Copyright and Trademark Infringement Policy and Notification Procedure: FreeInstrumentals does not own the musical compositions, sound recordings, art or other written or visual images (collectively, the “Content”) posted by third parties to the Website. All Content is posted by an individual, group or company (collectively, the “Artist”) who has represented and warranted to FreeInstrumentals that, among other things, neither the Content nor the names, trademarks and service marks under which Content is promoted (collectively, the “Name”) infringes any third party’s copyright, patent, trademark, trade secret or other proprietary rights, rights of publicity or privacy, or moral rights (see the section titled ‘Representations and Warranties’ of the current FreeInstrumentals Music Submission Agreement at http://www.FreeInstrumentals.com/tos/).
Since FreeInstrumentals is not in a position to determine who has the prevailing claim to use any particular Content or Name posted to the Website, its policy on such matters is that they be resolved directly by the parties alleging misuse of their Content and/or Name (the “Complainants”) and the Artists. We recommend that Complainants immediately notify Artists about allegations of infringement by going to the Artist’s page on the Website, clicking the Contact link and contacting the Artist directly. It has been FreeInstrumentals’s experience that most Artists are honest and responsible citizens who may not realize they are engaged in infringing activities. Typically, once notified of a claim, Artists voluntarily cease using such infringing Content and/or Name on the Website and elsewhere.
Refund policy: FreeInstrumentals does not offer refunds. If there are any issues with a premium service, promotional order, or MP3 Store purchase, please contact FreeInstrumentals immediately at info@FreeInstrumentals.com, as we aim to solve every issue amicably. Premium services (recurring billings) can be cancelled anytime for any reason. Cancellations by the individual, group, or company that signed up for the premium service (collectively, the “Subscriber”) will be effective after the paid period. In case of cancellation by the Subscriber, the period that is already paid for will not be reimbursed. The premium service(s) will then remain active until the end of the paid period. FreeInstrumentals reserves the right to cancel premium services for any reason at any time without notification. If you have a balance resulting from sales in FreeInstrumentals’s MP3 store in excess of US $5.00, and your account is in good standing, FreeInstrumentals aims to transfer the remaining balance to your PayPal account as soon as possible.
Premium services can be cancelled at any time by emailing info@FreeInstrumentals.com with your cancellation request and artist name or order ID. Cancellations will be confirmed by us through email. Only when you receive a confirmation email does the cancellation become effective. If you do not receive a reply to your cancellation email within 24 hours, please resend your cancellation request in the case that the original did not go through.
Your Conduct: You shall use the Website for lawful purposes only. You shall not post or transmit via the Website any material which violates or infringes in any way upon the rights of others, which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, which encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law, or which, without FreeInstrumentals’s express prior approval, contains advertising or any solicitation with respect to products or services. You shall not use any play- or page-increasing software or services. FreeInstrumentals reserves the right to cancel accounts for any reason at any time without notification.
In addition, if we feel that a user abuses the FreeInstrumentals site in any way, we reserve the right to share certain information with third parties. Abuses include (but are not limited to) possible copyright infringement, possible libel and slander, possible credit card fraud. FreeInstrumentals reserves the right to refuse service, terminate accounts, and/or cancel orders at its sole discretion and without notification.
Content: The Website offers a wide selection and variety of content to our members and users. Content may contain profanity or otherwise inappropriate or offensive material for children or other members and/or users. Members and/or users must evaluate and bear the risk associated with the use of the Website and related services. FreeInstrumentals suggests that parents should supervise their children’s on-line activities and consider using parental control tools available to help provide an appropriate on-line environment for their children. Users are also encouraged to contact FreeInstrumentals for evaluation of possible offensive material. FreeInstrumentals reserves the right to act on such notices at its sole discretion.
Warranty Disclaimer. YOU EXPRESSLY AGREE THAT USE OF THE WEBSITE AND RELATED SERVICES IS AT YOUR SOLE RISK. THE WEBSITE, MATERIALS AND RELATED SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. Karrera Creative LLC MAKES NO REPRESENTATIONS OR WARRANTIES WITH REGARD TO THE WEBSITE OR ANY MATERIALS THEREIN, WHETHER EXPRESS OR IMPLIED, ARISING BY LAW OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OR ANY IMPLIED WARRANTY ARISING OUT OF COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE. IN ADDITION, Karrera Creative LLC MAKES NO REPRESENTATION THAT THE OPERATION OF THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE. Karrera Creative LLC WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS ON THE WEBSITE. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY OPINION, ADVICE, INFORMATION OR OTHER CONTENT OR MATERIALS PROVIDED IN CONNECTION WITH OR OTHERWISE AVAILABLE THROUGH THE WEBSITE. PLEASE SEEK THE ADVICE OF PROFESSIONALS, AS APPROPRIATE, REGARDING THE EVALUATION OF ANY SUCH OPINION, ADVICE, INFORMATION OR OTHER CONTENT. UNDER NO CIRCUMSTANCE WILL Karrera Creative LLC BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH THE WEBSITE, OTHER THAN AS REQUIRED UNDER APPLICABLE CONSUMER-PROTECTION LAW. SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF CERTAIN WARRANTIES OR LIMITATION OF CERTAIN TYPES OF DAMAGES, SO SOME OF THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU AND NOTHING CONTAINED HEREIN SHOULD BE CONSTRUED AS EXCLUDING OR LIMITING ANY LIABILITY BEYOND WHAT IS PERMITTED UNDER APPLICABLE LAW.
Limitation of Liability. By availing yourself of the Website, Materials or related services, you agree to release and hold FreeInstrumentals and the employees, officers, directors, shareholders, agents, representatives of FreeInstrumentals, its affiliates, subsidiaries, advertising, promotion and fulfillment agencies, any entity controlling, controlled by or under common control with FreeInstrumentals, any third-party providers or sources of information or data and legal advisers (collectively, “FreeInstrumentals Affiliates”) harmless from any and all losses, damages, rights, claims and actions of any kind arising from or related to the Website, Materials or related services including but not limited to: (a) telephone, electronic, hardware or software, network, Internet or computer malfunctions, failures or difficulties of any kind; (b) failed, incomplete, garbled or delayed computer transmissions; (c) any condition caused by events beyond the control of FreeInstrumentals that may cause the Website or related services to be disrupted or corrupted; (d) any injuries, losses or damages of any kind arising in connection with or as a result of your use of the Website, Materials or related services; or (e) any printing or typographical errors in any materials associated with the Website, Materials or related services. In addition, you agree to defend, indemnify and hold FreeInstrumentals Affiliates harmless from any claim, suit or demand, including reasonable attorney’s fees, made by a third party due to or arising out of your utilizing the Website, Materials or related services, your violation or breach of these Terms and Conditions, your violation of any rights of a third party, or any other act or omission by you. IN NO EVENT WILL FreeInstrumentals BE LIABLE FOR ANY INDIRECT, STATUTORY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OR ANY LOSS OF REVENUE ARISING OUT OF YOUR AVAILMENT OF MATERIALS (HOWEVER ARISING, INCLUDING NEGLIGENCE), EVEN IF FreeInstrumentals WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
General Provisions: You agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside. Your correspondence or business dealings with, or participation in promotions of or with parties found on or through the Website, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations applicable to such dealings, are solely between you and such parties. These Terms and Conditions are governed in all respects by the laws of the State of California as such laws are applied to agreements entered into and to be performed entirely within California between California residents. Legal proceedings related to the matters herein shall be brought in and adjudicated solely in the courts of Sunnyvale, California, United States of America. Both parties consent to extra-territorial service of process and submit to the jurisdiction of said courts. If any provision of these Terms and Conditions is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. FreeInstrumentals’s failure to act with respect to a breach by you or others does not waive its right to act with respect to subsequent or similar breaches. These Terms and Conditions set forth the entire understanding and agreement of the parties as to the subject matter hereof and supersede all prior proposals, discussions or agreements with respect thereto. A printed version of these Terms and Conditions and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms and Conditions to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
Age requirements for use of the Service: This Service is available for individuals aged 13 years or older. If you are 13 or older but under the age of 18, you should review these terms and conditions with your parent or guardian to make sure that you and your parent or guardian understand these terms and conditions.
Modification of Terms and Conditions: From time to time FreeInstrumentals may modify these Terms and Conditions in its sole discretion. When such modification is made, FreeInstrumentals will post a revised version of these Terms and Conditions on the Website. Modifications will be effective when they are posted. FreeInstrumentals is not required to provide you with notification that any such modification has been made. It is your responsibility to review these Terms and Conditions from time to time to be aware of any such modifications. Each time you log on to the Website, you will be deemed to have accepted any such modifications.
This agreement describes the legal relationship between you (an individual artist, or, in the case where you are involved with a band, an individual acting as the legal representative of your band) and FreeInstrumentals.com, Inc. (referred to us “we” or “us”). By submitting any material or information to FreeInstrumentals.com, its successors, assigns, agents, distributors and licensees, you explicitly confirm that you have read, understood, and agreed to the following agreement:
You have the right to terminate this agreement and all licenses granted to us at any time.
If you provide us with sound recordings, musical works and/or other material (such as pictures, videos, song lyrics, etc.; collectively “Standard Program Material”) the following terms apply:
1. License Grant. You hereby grant to us, and by the act of delivering Standard Program Material to us grant to us, a nonexclusive, worldwide, royalty-free license to: (a) reproduce, distribute, publicly perform, publicly display and digitally perform the Standard Program Material in whole or in part (including the right to create compilations which include your songs); (b) create and use samples of the Standard Program Material solely for the purpose of demonstrating or promoting our or your products or services; (c) use any trademarks, service marks or trade names incorporated in the Standard Program Material in connection with your material; and (d) use the name and likeness of any individuals represented in the Standard Program Material only in connection with your material.
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. 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 without notification. Upon termination, all of our license rights terminate, except that we retain those rights necessary for us to sell any CDs or other tangible goods which we have produced prior to the date of termination which incorporate any of your Material (as defined in section 3 below). Our obligation to pay you amounts due to you under this agreement survives termination. Also, sections 3 and 6 below survive termination.
3. Representations and Warranties. The term “Material” means all material that you submit to us, including Standard Program Material, Sample Songs, and Collateral Material, as applicable. You represent and warrant that (a) the Material is your or your band’s own original work, and contains no sampled material, (b) 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, (c) 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 (d) the Material does not and will not violate any law, statute, ordinance or regulation; (e) the Material is not and will not be defamatory, trade libelous, pornographic or obscene, (f) the Material does not and will not contain any viruses or other programming routines that detrimentally interfere with computer systems or data, (g) all factual assertions 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. We, our customers, and our licensees shall not be required to make any payments with respect to material that you submit to our sites under these Terms, including but not limited to payments to third parties, music publishers, mechanical rights agents, performance rights societies, persons who contributed to or appear in your materials, your licensors, unions, or guilds.
4. Determining Type of Content. We will implement and maintain business practices which enable us to accurately categorize content that you deliver to us. If we make an error in good faith however and consequently exceed our license rights, your sole and exclusive remedy will be for us to take all reasonable steps to promptly correct the error as soon as we become aware of the error.
5. Warranty Disclaimer. YOU EXPRESSLY AGREE THAT USE OF THE WEBSITE AND RELATED SERVICES IS AT YOUR SOLE RISK. THE WEBSITE, MATERIALS AND RELATED SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. Karrera Creative LLC MAKES NO REPRESENTATIONS OR WARRANTIES WITH REGARD TO THE WEBSITE OR ANY MATERIALS THEREIN, WHETHER EXPRESS OR IMPLIED, ARISING BY LAW OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OR ANY IMPLIED WARRANTY ARISING OUT OF COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE. IN ADDITION, Karrera Creative LLC MAKES NO REPRESENTATION THAT THE OPERATION OF THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE. Karrera Creative LLC WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS ON THE WEBSITE. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY OPINION, ADVICE, INFORMATION OR OTHER CONTENT OR MATERIALS PROVIDED IN CONNECTION WITH OR OTHERWISE AVAILABLE THROUGH THE WEBSITE. PLEASE SEEK THE ADVICE OF PROFESSIONALS, AS APPROPRIATE, REGARDING THE EVALUATION OF ANY SUCH OPINION, ADVICE, INFORMATION OR OTHER CONTENT. UNDER NO CIRCUMSTANCE WILL Karrera Creative LLC BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH THE WEBSITE, OTHER THAN AS REQUIRED UNDER APPLICABLE CONSUMER-PROTECTION LAW. SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF CERTAIN WARRANTIES OR LIMITATION OF CERTAIN TYPES OF DAMAGES, SO SOME OF THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU AND NOTHING CONTAINED HEREIN SHOULD BE CONSTRUED AS EXCLUDING OR LIMITING ANY LIABILITY BEYOND WHAT IS PERMITTED UNDER APPLICABLE LAW.
6. Waiver of Certain Damages. EXCEPT FOR A BREACH OF SECTION 3, NEITHER YOU OR US WILL BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, EXEMPLARY, SPECIAL OR INCIDENTAL DAMAGES ARISING FROM OR RELATING TO THIS AGREEMENT.
7. Terms And Conditions. The ‘Terms And Conditions of Web Site Use’ as found online at http://www.FreeInstrumentals.com/tos.
8. Miscellaneous. This agreement will be governed by California law, excluding conflict of law principles. Any action or proceeding arising out of or related to this agreement must be brought in a state or Federal court located in jurisdiction of Sunnyvale, California, and we both irrevocably submit to the exclusive jurisdiction of such courts. 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.
From time to time, we may change this agreement. When such modification is made, we will post a revised version of this agreement on the Website. Modifications will be effective when they are posted. We are not required to provide you with notification that any such modification has been made.
1. Description of Services:
FreeInstrumentals.com. is a provider of music related services. These services are provided to Clients desiring to sell products via the Internet or World Wide Web. Client hereby appoints FreeInstrumentals.com. as the Online Retailer of Client’s merchandise as provided under this Agreement. Client may use the service to allow Customers to purchase Client’s products from FreeInstrumentals.com. using any major credit card.
FreeInstrumentals.com. accepts three types of credit cards: Visa, MasterCard, and American Express. All charges are billed to Customer credit cards by “FreeInstrumentals.com.”. For some of its service FreeInstrumentals.com. may accept PayPal payments.
The following terms are defined for use in this Agreement:
“Client Product” means any Soft Good or Hard Good that originated from Client.
“Client Web Site” means one or more interactive Internet World Wide Web sites maintained by Client for the purpose of displaying and offering products for sale to Customers.
“Customer” means any person desiring to make a purchase of a Client Product.
“FreeInstrumentals.com.” and “Company” refer to FreeInstrumentals.com.
“Hard Good” means a tangible product that is manufactured or distributed by Client.
“Soft Good” means an intangible product that can be downloaded via the Internet.
“Customer Charge” means the Product Price plus Shipping Charge if applicable to be charged to the Customer’s credit card account for the purchase of Client’s product(s).
“Delivery” means (a) for hard goods, the placing of Product(s) with a common carrier such as the United States Postal Service, United Parcel Service, or Federal Express etc., shipping charges prepaid, with instructions to deliver the Product(s) to the Customer (b) for soft goods the digital transaction from servers operated by FreeInstrumentals.com. to the Customer’s computer.
2. Standard Sales Commission:
(a) Hard goods: FreeInstrumentals.com currently does not accept new signups for this service. For previous subscribers: FreeInstrumentals.com.’s is providing e-commerce for Client at no-commission. There’s a monthly fee of US $4.95 for store maintenance. This fee applies only to the service for the sale of hard goods (e.g. physical CDs). Please see below for soft goods (i.e. digital MP3 store). This fee will be billed quarterly. The Client can cancel anytime for any reason. Cancellation will be effective to the next quarter. The current quarter that is already paid for will not be reimbursed. The Client’s store will remain open until the end of the quarter.
(b) Soft goods (also known as “Digital MP3 Store”): FreeInstrumentals.com. provides this service free of recurring subscription charges. In other words, there are no monthly fees. FreeInstrumentals.com applies a sales commission to every purchase of soft goods. The sales commission will be the charge to the customer less the payment to the Client as described in ‘Payment from FreeInstrumentals.com. to Client’.
3. Payment from FreeInstrumentals.com. to Client
FreeInstrumentals.com. agrees to pay Client for all products re-sold by FreeInstrumentals.com. as described hereinafter. In this regard, FreeInstrumentals.com. will cause the Customer Charges associated with each order to be charged to the Customer’s credit card or PayPal account after order placement by the Customer, and FreeInstrumentals.com. shall pay the Client out of the proceeds received from the credit card or PayPal service provider after delivery of the products.
The amount to be paid to Client will be determined weekly for the prior pay period. FreeInstrumentals.com. will deliver its payments to Client as promptly after these dates as is practicable, and only after the funds payable to Client exceed the minimum payout limit set by Client. The payment due the Client is (a) for soft goods according to the current payout table (b) for hard goods equal to the sum of all Customer Charges for products which have been delivered within the specified time period. For (a) and (b) FreeInstrumentals.com. deducts from any payment
(i) the sum of all Customer Charges denied, refused, or charged back by the Customer or the credit card service provider during the period
(ii) all inquiries, disputes, and refunds processed on account of Client’s Customer Charges during the period,
(iii) all taxes, penalties, charges and other items reimbursable under Sections 6, 8, and 10 of this Agreement or otherwise occurring during the period
(iiii) service charges by FreeInstrumentals.com. for any service related to inquiries, disputes, charge backs and refunds.
FreeInstrumentals.com pays the Client by PayPal only. The Client has the responsibility to provide a valid PayPal account at all times.
4. Client’s Cancellation
(a) Hard goods: The Client may at any time cancel this Agreement with notice to FreeInstrumentals.com. FreeInstrumentals.com. will terminate this Agreement and will no longer sell Client’s products to Customers after cancellation notice is received and processed. Any payments due to the Client for Orders sent prior to cancellation will be paid as described in the Payment description. The Client is further obligated to honor any outstanding Customer Orders submitted prior to the cancellation. Client will not be reimbursed for already paid quarter, see ‘Standard Sales Commission’.
(b) Soft goods: The Client may remove his product(s) at any time. Any payments due to the Client for Orders sent prior to cancellation will be paid as described in the Payment description.
5. General Terms and Conditions.
Client shall indemnify and hold FreeInstrumentals.com. harmless from all claims, expenses, and losses occurring for any reason in connection with the sale of Client Product(s) to Customers by FreeInstrumentals.com., specifically including, without limitation, the costs and expenses of:
(i) Customer refunds and/or returns and Charge Backs;
(ii) Warranty and/or service claims of Customers arising out of express or implied representations of Client or by operation of law, regulation, or trade custom; or
(iii) Claims and losses as a consequence of damage or misdirection in shipping products to Customers. In this regard, Client is responsible for declaring a value with the shipper or obtaining insurance sufficient to permit Client to recover the value of items lost, destroyed, or damaged during shipment.
b) Transaction Limits.
FreeInstrumentals.com. reserves the right to impose limits on sales of products in its sole discretion and to refuse to process transactions to specific Customers for any reason. Specifically, FreeInstrumentals.com. may limit or restrict sales to a minimum or maximum Product Price, impose limits on the amount or number of purchases which may be charged to an individual credit card account during any time period, or refuse to accept orders from Customers with a prior history of questionable charges. FreeInstrumentals.com. may impose Transaction Limits or Reserve Amounts on specific client accounts, either temporarily or permanently, which are more restrictive than limits placed on other clients in order to reduce FreeInstrumentals.com.’s reasonable apprehension of risk of loss under varying circumstances. FreeInstrumentals.com. is in no way responsible for any losses sustained by Client, including claims for lost profits, on account of the imposition of Transaction Limits or Reserve Amounts for any reason.
c) Refund and Return Policy.
Client will accept returns of products, and will agree to refunds for Customers who initiate an inquiry or complaint either with FreeInstrumentals.com. or with their credit card issuer. FreeInstrumentals.com. will use its best efforts to resolve customer inquiries and complaints in a manner that is acceptable to both Customers and Clients; however, FreeInstrumentals.com. reserves the right to issue a refund without the knowledge or consent of Client in any case that it deems appropriate. Notwithstanding anything to the contrary contained herein, FreeInstrumentals.com. will provide a refund without penalty to any Customer who returns the products to Client within 30 days from the date of delivery. Client may not impose a “Restocking Fee” or other charge on customers who make such returns.
e) Customer Support.
Client shall at all times have the ability to respond promptly to inquiries from FreeInstrumentals.com. on behalf of Customers, and shall endeavour to resolve disputes with Customers amicably. The occurrence of complaints from customers and/or inquiries or charge backs regarding Client’s merchandise may be cause for termination of this Agreement if such events occur with unacceptable frequency as determined in the sole discretion of FreeInstrumentals.com. In addition, FreeInstrumentals.com. reserves the right to charge Client reasonable fees and recover its expenses on account of excessive customer inquiries, refunds, or charge backs. Prior to imposing such fees and attempting to recover its costs, FreeInstrumentals.com. shall notify Client of the details and nature of the problems and attempt to find mutually acceptable solutions. If FreeInstrumentals.com. and Client are unable to achieve mutually acceptable solutions, Client shall have the option of continuing this Agreement subject to the additional fees and costs imposed by FreeInstrumentals.com. or of terminating this Agreement.
6. Regulation Authorization
Client represents and warrants that it is legally authorized and has obtained all necessary regulatory approvals and certificates to sell any product it intends to offer. Client further represents that it will conform to any and all laws, rules, regulations, requirements and/or other standards that are established by the Federal Trade Commission, state and local consumer protection agencies, and credit card governing agencies regarding the sale of products over the Internet or in situations where the card is not present.
Each party agrees to report and pay its own taxes imposed on its income by any jurisdiction, such as state and federal income taxes. Should FreeInstrumentals.com. be required to pay any such taxes on the income of Client, the amount of such taxes and all related interest, fines, or penalties shall become immediately due and payable to FreeInstrumentals.com. pursuant to Section 10.
Further, the parties agree that if additional taxes in the nature of an excise, sales or use tax are imposed in connection with FreeInstrumentals.com.’s services on behalf of Client, the burden of such taxes shall be the Client’s responsibility. FreeInstrumentals.com. shall have the right to collect and pay over taxes in the nature of an excise, sales, or use tax on behalf of Client or on account of its own sales of products if reasonably required to do so by a taxing authority of competent jurisdiction and shall further have the right to recover from Client under Section 10 of this Agreement the amount of any such taxes and related penalties and interest which are paid by FreeInstrumentals.com. with its own funds.
8. Limitations of Liability for the FreeInstrumentals.com. service
FreeInstrumentals.com. assumes no liability for disruptions or improper operation of its equipment or software for any reason, including, but not limited to, vandalism, theft, phone service outages, Internet disruptions, human error, extreme or severe weather conditions or any other causes in the nature of “Acts of God” or force majeure. FreeInstrumentals.com. shall not be responsible for consequential damages or punitive or exemplary damages under any circumstances. In no case shall Client be entitled to recover damages from FreeInstrumentals.com. which exceed the sum of the amounts of sales commissions and service fees retained by FreeInstrumentals.com. under this Agreement during the six months prior to event giving rise to the claim for damages.
Client is fully responsible for the content of its Web site and for the advertising and promotion of all of Client’s products. Client certifies and represents to FreeInstrumentals.com. that it is the owner or that it has full right and authority to use and disseminate all information, data, graphics, text, video, music or other intellectual property which either forms a part of its Web site, which is provided by Client to Customers, or which is used by Client in its advertising and promotion and to sell and deliver products to Customers.
Client agrees to indemnify and hold harmless FreeInstrumentals.com., its employees, officers, agents, and directors from any and all fines, penalties, losses, claims, expenses (including attorney’s fees), or other liabilities resulting from or in connection with this Agreement. FreeInstrumentals.com. assumes no liability of the Client for failure to follow this Service Agreement and any results caused by the acts, omissions or negligence of the Client, sub-contractor or an agent of Client or an employee of any one to them, including, but not limited to, claims of third parties arising out of or resulting from or in connection with the Client’s products, messages, programs, caller contracts, promotions, advertising, infringement or any claim for libel or slander or for violation of copyright, trademark or other intellectual property rights.
The term of this Agreement shall continue until a notice of cancellation by FreeInstrumentals.com. or Client is given, or until terminated under other provisions of this Agreement. FreeInstrumentals.com. reserves the right to terminate this Agreement without cause. FreeInstrumentals.com. may further terminate this Agreement immediately without notice at any time if the Client breaches any part of this Agreement, or if any program or facility used by FreeInstrumentals.com. to implement this Agreement is disrupted or terminated for any reason. FreeInstrumentals.com. reserves the right to decline any Client, remove the Client’s account or provide only partial service for the Client’s account without cause.
In the event Client defaults in any provision or fails to perform pursuant to this Agreement, FreeInstrumentals.com. shall be entitled to damages, costs and attorney’s fees from the Client.
12. Invalid or Non-enforceable Provisions
The invalidity or non-enforceability of any provision of this Agreement, as so determined by a court of competent jurisdiction, shall not affect the other provisions hereof, and in any such occasion this Agreement shall be construed in all respects as if such invalid or non-enforceable provision were omitted.
13. Choice of Law/Venue
This Agreement shall be construed and enforced in accordance with the laws of the State of California and the venue for any action, dispute or proceeding with respect to this Agreement shall be Sunnyvale, California.
The captions in this Agreement are for convenience only and shall not be used in interpreting, construing, performing or enforcing this Agreement.
15. Age requirements for use of the Service
This Service is available for individuals aged 13 years or older. If the Client is 13 or older but under the age of 18, the Client should review these terms and conditions with its parent or guardian to make sure that the Client and its parent or guardian understand these terms and conditions.
16. Amendments and Modifications
FreeInstrumentals.com. may make amendments or modifications to this Agreement from time to time. Whenever practical, FreeInstrumentals.com. will give Client advance notice of the changes to this Agreement.
FreeInstrumentals.com is committed to protecting your privacy online. We are also committed to providing you with the very best experience we can on our Web site. In order to enhance your experience at our site we gather certain personal information about you that helps us customize our content to your tastes and preferences. Please read the following policy to understand how your personal information will be treated as you make full use of our Web site. This policy may change from time to time so please check back periodically.
What information do we collect?
FreeInstrumentals.com collects information in several ways from different parts of our Web site.
FreeInstrumentals.com collects some personal information when you initially sign up for some of our free services. We may ask for your name, e-mail address, zip code, and country. The more information you share with us (and the more accurate it is), the better we are able to enhance and customize your experience on our site.
In addition to the former information, we may ask you for personal information at other times, including (but not limited to) when you make a purchase through our online store, when you enter promotions or contests and when you respond to a survey. For example, when you make a purchase through our online store, we collect several items of personal information, including your billing and shipping address, telephone number, credit card information, and any other information necessary to complete the transaction. For your security, we never store credit card information on our servers. We transmit credit card information directly to the third party credit card processor through secure connections.
What information do parties other than FreeInstrumentals.com collect?
What are “cookies” and how do we use them?
FreeInstrumentals.com uses “Cookies” to track and record your preferences and activity on our Web site. Cookies are small bits of data that are sent to your browser and stored on your computer’s hard drive. Your cookie may be set at various times during your interaction with our Web site. It is updated from time to time as you access the many different portions of our Web site. Each time you access our site, our server may deliver certain customized information to you based on the data stored in your cookie.
Some advertisers or Web sites that have links on our site may also use their own cookies.
What do we do with the information we collect?
FreeInstrumentals.com’s primary goal in collecting personal information is to provide you, the user, with a customized experience on our Web site. The information we collect (including information contained in your cookie) may be used to provide such capabilities as personalization services, interactive communications, online shopping, and personalized communication between you and the artists you prefer. We may also use the information to estimate the size of our audience and measure certain traffic patterns, to track the progress and number of entries in our promotions and contests, to track visits to and business conducted at our online store, to notify our visitors about updates to our Web site, to contact you for marketing purposes, to contact you on behalf of certain artists and other third parties and deliver targeted advertisements that may be of interest to you. We may occasionally contact you with information regarding special events at FreeInstrumentals.com.
In addition, if we feel that a user abuses the FreeInstrumentals.com site in any way, we reserve the right to share certain information with third parties. Abuses include (but are not limited to) possible copyright infringement, possible libel and slander, possible credit card fraud.
With whom do we share your information and for what purpose?
FreeInstrumentals.com does not sell, rent, or trade your personal information with others. However, when one or more of our business partners co-sponsor a service, promotion and/or contest, we may share some or all of the information collected in connection with such service, promotion or contest with the co-sponsor(s). If you do not want your information to be shared, you will be able to choose not to allow the transfer by not using or signing up for that particular service, promotion or contest.
In addition, when you make a purchase through our online store, or sign up to receive promotional items from us, we may share some of your personal information with third parties helping us to complete your transaction or send you the items you signed up to receive. When we share your information with such third parties, we will work to ensure that only the information necessary to complete your transaction is disclosed.
Google and the DoubleClick DART cookie
Google’s use of the DART cookie enables it to serve ads to our users based on their visit to our site and other sites on the Internet.
Among others networks this site uses ValueClick Media as advertising network. ValueClick Media is a member of the Network Advertising Initiative (“NAI”), a cooperative of online marketing and analytics companies committed to building consumer awareness and establishing responsible business and data management practices and standards. More information about the NAI and its 2008 NAI Principles can be found at http://www.networkadvertising.org. Please be aware that online behavioral advertising (“OBA”) and/or multi-site advertising is occurring. Please see http://www.networkadvertising.org/managing/ about what information might be collected, and in what way. You can opt-out of NAI’s tracking by using the link below.
Additional opt-out solutions Instead of rejecting cookies you might instead visit these links to manage your opt-out solutions for 3rd party ads: