ProMusicDB is a membership organization that provides music professionals with a digital platform to capture, curate, and maintain accurate music credits, metadata, and digital artifacts.
Our mission as a membership organization is to provide a technology platform for music professionals to centralize their music credits and digital archives online.
You are entering into a legal agreement and you agree to all of these terms.
You, the user, agree that by clicking “Sign Up” or similar, registering, accessing or using our services (including our related mobile apps, developer platforms, premium services, or any content or information provided as part of these services, collectively, “Services”), you are entering into a legally binding agreement (even if you are using our Services on behalf of a company). Your agreement is with ProMusicDB, a d/b/a of Key of Me Records, Inc. (a California S-Corporation) (“ProMusicDB” or “we”).
Some promises you are making to ProMusicDB under this Agreement are:
You are old enough and eligible.
To use the Services, you agree that:
“Minimum Age” means:
However, if law requires that you must be older in order for ProMusicDB to lawfully provide the Services to you (including the collection, storage and use of your information) then the Minimum Age is such older age. The Services are not for use by anyone under the age of 13.
You will safeguard your password and keep it private.
You will respect the law and rules.
Your account is personal to you. You agree to:
You are responsible for all actions taken using your account. If you suspect your account has been compromised or misused, you agree to report it immediately to [email protected].
You will pay your bill.
We can store your payment information.
You acknowledge that taxes and fees may be added to our prices.
We do not guarantee refunds.
If you purchase any of our paid Services (“Premium Services”), you agree to pay us the applicable fees and taxes. Failure to pay these fees may result in the termination of your membership. Also:
We can contact you with important notices.
This Agreement applies to any ProMusicDB user application including on mobile.
If your contact information is not correct you may miss out on important notices.
2.4. Notices and Service Messages
You agree that we may provide notices to you in the following ways:
You agree to keep your contact information up to date.
When you share information, others can access that information.
2.5. Messages and Sharing
Our Services may allow for messaging and sharing of information in different ways. Information and content that you share or post may be seen by other Members or, if public, by Visitors.
Where we have made settings available, we will honor the choices you make about who can see content or information (e.g., changing the default setting for certain profile content from public to a more restricted view, limiting your profile visibility, or not letting people know when you change your profile, make recommendations or follow companies).
We are not obligated to publish any information or content on our Service and can remove it in our sole discretion, with or without notice.
3. Rights and Limitations
You own all of the content, feedback, and personal information you provide to us, but you also grant us a non-exclusive license to it.
We'll honor the choices you make about who gets to see your information and content.
You promise to only provide information and content that you have the right to share, and that your ProMusicDB profile will be truthful.
3.1. Your License to ProMusicDB
As between you and ProMusicDB, you own the content and information that you submit or post to the Services and you are only granting ProMusicDB the following non-exclusive license: A worldwide, transferable and sublicensable right to use, copy, modify, distribute, publish, and process, information and content that you provide through our Services, without any further consent, notice and/or compensation to you or others. These rights are limited in the following ways:
By submitting suggestions or other feedback regarding our Services to ProMusicDB, you agree that ProMusicDB can use and share (but does not have to) such feedback for any purpose without compensation to you.
You agree to only provide content or information that does not violate the law nor anyone's rights (e.g., without violating any intellectual property rights or breaching a contract). You also agree that your profile information will be truthful.
ProMusicDB may be required by law to remove certain information or content in certain countries.
We may change or discontinue any of our Services.
We cannot promise to store or keep showing any information and content you've posted.
3.2. Service Availability
We may change, suspend or end any Service, or change and modify prices prospectively at our discretion. To the extent allowed under law, these changes may be effective upon notice provided to you.
When you see or use others' content and information posted on our Services, it's at your own risk.
Third parties may offer their own products and services through ProMusicDB, and we aren't responsible for those third party activities.
3.3. Other Content, Sites and apps
By using the Services, you may encounter content or information that might be inaccurate, incomplete, delayed, misleading, illegal, offensive or otherwise harmful. ProMusicDB generally does not review content provided by our Members. You agree that we are not responsible for third parties’ (including other Members’) content or information or for any damages as result of your use of or reliance on it.
You are responsible for deciding if you want to access or use third party apps or sites that link from our Services. If you allow a third party app or site to authenticate you or connect with your ProMusicDB account, that app or site can access information on ProMusicDB related to you and your connections. Third party apps and sites have their own legal terms and privacy policies, and you may be giving others permission to use your information in ways we would not. Except to the limited extent it may be required by applicable law, ProMusicDB is not responsible for these other sites and apps -- use these at your own risk.
We have the right to limit how you connect and interact on our Services.
We're providing you notice about our intellectual property rights.
ProMusicDB reserves the right to limit your use of the Services and the right to restrict, suspend, or terminate your account if ProMusicDB believes that you may be in breach of this Agreement or law or are misusing the Services (e.g. violating any of the Rules).
ProMusicDB reserves all of its intellectual property rights in the Services. For example, ProMusicDB, ProMusicDB (stylized), and other ProMusicDB trademarks, service marks, graphics, and logos used in connection with ProMusicDB are trademarks or registered trademarks of ProMusicDB. Other trademarks and logos used in connection with the Services may be the trademarks of their respective owners.
4. Disclaimer and Limit of Liability
Where possible, we disclaim legal liability for the quality, safety, or reliability of our Services.
4.1. No Warranty
TO THE EXTENT ALLOWED UNDER LAW, PROMUSICDB (AND THOSE THAT PROMUSICDB WORKS WITH TO PROVIDE THE SERVICES) (A) DISCLAIM ALL IMPLIED WARRANTIES AND REPRESENTATIONS (E.G. WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OF DATA, AND NONINFRINGEMENT); (B) DO NOT GUARANTEE THAT THE SERVICES WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS, AND (C) PROVIDE THE SERVICE (INCLUDING CONTENT AND INFORMATION) ON AN “AS IS” AND “AS AVAILABLE” BASIS. SOME LAWS DO NOT ALLOW CERTAIN DISCLAIMERS, SO SOME OR ALL OF THESE DISCLAIMERS MAY NOT APPLY TO YOU.
There are limits of legal liability we may have to you.
4.2. Exclusion of Liability
TO THE EXTENT PERMITTED UNDER LAW (AND UNLESS PROMUSICDB HAS ENTERED INTO A SEPARATE WRITTEN AGREEMENT THAT SUPERSEDES THIS AGREEMENT), PROMUSICDB (AND THOSE THAT PROMUSICDB WORKS WITH TO PROVIDE THE SERVICES) SHALL NOT BE LIABLE TO YOU OR OTHERS FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF DATA, OPPORTUNITIES, REPUTATION, PROFITS OR REVENUES, RELATED TO THE SERVICES (E.G. OFFENSIVE OR DEFAMATORY STATEMENTS, DOWN TIME OR LOSS, USE OR CHANGES TO YOUR INFORMATION OR CONTENT).
IN NO EVENT SHALL THE LIABILITY OF PROMUSICDB (AND THOSE THAT PROMUSICDB WORKS WITH TO PROVIDE THE SERVICES) EXCEED, IN THE AGGREGATE FOR ALL CLAIMS, AN AMOUNT THAT IS THE LESSER OF (A) FIVE TIMES THE MOST RECENT MONTHLY OR YEARLY FEE THAT YOU PAID FOR A PREMIUM SERVICE, IF ANY, OR (B) US $1000.
THIS LIMITATION OF LIABILITY IS PART OF THE BASIS OF THE BARGAIN BETWEEN YOU AND PROMUSICDB AND SHALL APPLY TO ALL CLAIMS OF LIABILITY (E.G. WARRANTY, TORT, NEGLIGENCE, CONTRACT, LAW) AND EVEN IF PROMUSICDB HAS BEEN TOLD OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF THESE REMEDIES FAIL THEIR ESSENTIAL PURPOSE.
SOME LAWS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY, SO THESE LIMITS MAY NOT APPLY TO YOU.
You and we can end this Agreement anytime.
ProMusicDB or you may terminate this Agreement at any time with notice to the other. On termination, you will become an emeritus member but may lose the right to access or use the Services. The following shall survive termination:
6. Dispute Resolution
In the rare case a dispute arises, you agree to resolve in binding arbitration rather than court.
Any controversy or claim arising out of use of any the Services or out of the User Agreement or breach thereof shall be resolved by means of binding arbitration before a single arbitrator in accordance with the then existing Commercial Arbitration Rules of the American Arbitration
Association, including the Optional Rules for Emergency Measures of Protection. The arbitrator shall be a practicing attorney or retired judge with at least fifteen years total working experience as such. The arbitration shall be held in Los Angeles, California or any other place agreed upon at the time by the parties. No demand for arbitration may be made after the date when the institution of legal or equitable proceedings based on such claim or dispute would be barred by the applicable statute of limitation. The arbitrator is not authorized to award punitive or other damages not measured by the prevailing party’s actual damages.
(b) A party may apply to the arbitrator seeking injunctive relief until an arbitration award is rendered or the dispute is otherwise resolved. A party also may, without waiving any other remedy, seek from any court having jurisdiction any interim or provisional relief that is necessary
to protect the rights or property of that party pending the arbitrator’s appointment or decision on the merits of the dispute. If the arbitrator determines that a party has generally prevailed in the arbitration proceeding, then the arbitrator shall award to that party its reasonable out-of-pocket expenses related to the arbitration, including filing fees, arbitrator compensation, attorney’s fees and legal costs.
(c) The arbitrator shall issue a reasoned award. Judgment upon the arbitrator’s award may be entered in any court having jurisdiction. The arbitration proceedings and arbitrator’s award shall be maintained by the parties as strictly confidential, except as is otherwise required by court order or as is necessary to confirm, vacate or enforce the award and for disclosure in confidence to the parties’ respective attorneys, tax advisors and senior management and to family members of a party who is an individual.
(d) The arbitrator shall require exchange by the parties of (i) the name and, if known, address and telephone number of each person likely to have knowledge of relevant information, identifying the subjects of the information, and (ii) non-privileged documents, including those in electronic form, that are relevant to the issues raised by any claim, defense or counterclaim or on which the producing party may rely in support of or in opposition to any claim, defense or counterclaim. The arbitrator shall limit such production based on considerations of unreasonable expense, duplication and undue burden. These exchanges shall occur no later than a specified date within 60 days following the appointment of the arbitrator. At the request of a party, the arbitrator may at his or her discretion order the deposition of witnesses. Depositions shall be limited to a maximum of three depositions per party, each of a maximum of four hours duration, unless the arbitrator otherwise determines.
7. General Terms
This is information about how to read the Agreement.
If a court or arbitrator with authority over this Agreement finds any part of it not enforceable, you and us agree that the court or arbitrator should modify the terms to make that part enforceable while still achieving its intent. If the court or arbitrator cannot do that, you and us agree to ask the court or arbitrator to remove that unenforceable part and still enforce the rest of this Agreement. To the extent allowed by law, the English version of this Agreement is binding and other translations are for convenience only. This Agreement (including additional terms that may be provided by us when you engage with a feature of the Services) is the only agreement between us regarding the Services and supersedes all prior agreements for the Services.
If we don't act to enforce a breach of this Agreement, that does not mean that ProMusicDB has waived its right to enforce this Agreement. You may not assign or transfer this Agreement (or your membership or use of Services) to anyone without our consent. However, you agree that ProMusicDB may assign this Agreement to its affiliates or a party that buys it without your consent. There are no third party beneficiaries to this Agreement.
We reserve the right to change the terms of this Agreement and will provide you notice using the contact information you have provided if we do and we agree that changes cannot be retroactive. If you don't agree to these changes, you must stop using the Services.
You agree that the only way to provide us legal notice is at the addresses provided in Section 10.
8. ProMusicDB Rules
Things you agree to do.
8.1. You agree that you will:
Things you agree you will not do.
You agree that you will not:
9. Complaints Regarding Content
We respect the intellectual property rights of others. We require that information posted by Members be accurate and not in violation of the intellectual property rights or other rights of third parties. We provide a policy and process for complaints concerning content posted by our Members.
10. How To Contact Us
If you want to send us notices or service of process, please contact us:
By email at [email protected],
OR BY MAIL at:
5627 Kanan Rd. #115, Agoura Hills, CA 91301