Terms of Use

 
 

1. Introduction

 
 

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.


1.1. Purpose

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 also agree to our Privacy Policy, which covers how we safeguard your personal information.


1.2. Agreement

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”).


This “Agreement” includes this User Agreement and the Privacy Policy, and other terms that will be displayed to you at the time you first use certain features, as may be amended by ProMusicDB from time to time. If you do not agree to this Agreement, do NOT click “Sign Up” (or similar) and do not access or otherwise use any of our Services. Registered users of our Services are “Members” and unregistered users are “Visitors”. This Agreement applies to both.


 
 

2. Obligations

 
 

Some promises you are making to ProMusicDB under this Agreement are:


You are old enough and eligible.


2.1. Eligibility

To use the Services, you agree that:

  • you are the “Minimum Age” (defined below) or older;
  • you will only have one account, which must be in your real name; and
  • you are not already restricted by ProMusicDB from using the Services.

  • “Minimum Age” means:

  • 18 years old for the People's Republic of China,
  • 16 years old for the Netherlands,
  • 14 years old for the United States, Canada, Germany, Spain, Australia and South Korea, and
  • 13 years old for all other countries.

  • 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.


    2.2 Membership

    Your account is personal to you. You agree to:

  • Secure your password;
  • Keep your password confidential;
  • Select a strong and secure password;
  • Adhere to the law; and
  • Follow the below rules.

  • 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.


    2.3 Payment

    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:

  • Your purchase may be subject to foreign exchange fees or differences in prices based on location (e.g., exchange rates).
  • You authorize us to store and continue billing your payment method (e.g., credit card) even after it has expired, to avoid interruptions in your service (e.g., membership) and to facilitate easy payment for new services.
  • You must pay us for applicable fees and taxes unless you cancel the Premium Service, in which case you agree to still pay these fees through the end of the applicable membership period.
  • Taxes are calculated based on the billing information that you provide us at the time of purchase.

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    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:

  • a banner notice on the Service, or
  • an email sent to an address you provided, or
  • through other means including mobile number, telephone, or mail.

  • 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:

  • You can end this license for specific content by deleting such content from the Services, or generally by closing your account, except (a) to the extent you shared it with others as part of the Service and they copied or stored it and (b) for the reasonable time it takes to remove from backup and other systems.
  • We will not include your content in advertisements for the products and services of others (including sponsored content) to others without your separate consent. However, we have the right, without compensation to you or others, to serve ads near your content and information, and your comments on sponsored content may be visible as noted in the Privacy Policy.
  • We will get your consent if we want to give others the right to publish your posts beyond the Service. However, other Members and/or Visitors may access and share your content and information, consistent with your settings and degree of connection with them.
  • While we may edit and make formatting changes to your content (such as translating it, modifying the size, layout or file type or removing metadata), we will not modify the meaning of your expression unless it includes inappropriate or unlawful content, errors, and/or discrepancies that require correction.
  • Because you own your content and information and we only have non-exclusive rights to it, you may choose to make it available to others, including under the terms of a Creative Commons license.

  • You agree that we may access, store and use any information that you provide in accordance with the terms of the Privacy Policy and your privacy settings.


    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.


    ProMusicDB is not a storage service. You agree that we have no obligation to store, maintain or provide you a copy of any content or information that you or others provide, except to the extent required by applicable law and as noted in our Privacy Policy.


     
     

    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.


    3.4. Limits

    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.


     
     

    5. Termination

     
     

    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:

  • Our rights to use and disclose your feedback;
  • Our rights to keep a log of your account;
  • Our rights to archive your profile and provide member access to your archived profile;
  • Our, Members’ or Visitors’ rights to re-share content you submitted via the Services prior to termination to the extent that information was obtained prior to termination;
  • Sections 4, 6 and 7 of this Agreement; and
  • Any amounts owed by either party prior to termination remain owed after termination.

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    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:

  • Comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, anti-spam laws, export control laws, tax laws, and regulatory requirements;
  • Provide accurate information to us and keep it updated;
  • Use your real name on your profile; and
  • Use the Services in a professional manner.

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    Things you agree you will not do.


    You agree that you will not:

  • Act dishonestly or unprofessionally, including by posting inappropriate, inaccurate, or objectionable content;
  • Add content that is not intended for, or inaccurate for, a designated field (e.g. submitting a telephone number in the “title” or any other field, or including telephone numbers, email addresses, street addresses or any personally identifiable information for which there is not a field provided by ProMusicDB);
  • Use an image that is not your likeness for your profile;
  • Create a false identity on ProMusicDB;
  • Misrepresent your current or previous positions, qualifications, or musical credits;
  • Misrepresent your affiliations with a person or entity, past or present;
  • Misrepresent your identity, including but not limited to the use of inaccurate pseudonyms;
  • Create a Member profile for anyone other than yourself (a real person);
  • Use or attempt to use another's account;
  • Harass, abuse or harm another person;
  • Send spam or other unwelcomed communications to others;
  • Scrape or copy profiles and information of others through any means (including crawlers, browser plugins and add-ons, and any other technology or manual work);
  • Act in an unlawful, libelous, abusive, obscene, discriminatory or otherwise objectionable manner;
  • Disclose information that you do not have the right to disclose (such as confidential information of others (including your employer));
  • Violate intellectual property rights of others, including patents, trademarks, trade secrets, copyrights or other proprietary rights;
  • Violate the intellectual property or other rights of ProMusicDB, including, without limitation, using the word “ProMusicDB” or our logos in any business name, email, or URL except as expressly authorized;
  • Post any unsolicited or unauthorized advertising, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation unauthorized by ProMusicDB;
  • Post anything that contains software viruses, worms, or any other harmful code;
  • Manipulate identifiers in order to disguise the origin of any message or post transmitted through the Services;
  • Create profiles or provide content that promotes escort services or prostitution.
  • Create or operate a pyramid scheme, fraud or other similar practice;
  • Copy or use the information, content or data of others available on the Services (except as expressly authorized);
  • Copy or use the information, content or data on ProMusicDB in connection with a competitive service (as determined by ProMusicDB);
  • Copy, modify or create derivative works of ProMusicDB, the Services or any related technology (except as expressly authorized by ProMusicDB);
  • Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for the Services or any related technology, or any part thereof;
  • Imply or state that you are affiliated with or endorsed by ProMusicDB without our express consent (e.g., representing yourself as an accredited ProMusicDB consultant);
  • Rent, lease, loan, trade, sell/re-sell access to the Services or related any information or data;
  • Sell, sponsor, or otherwise monetize any feature of the Services, without ProMusicDB's consent;
  • Deep-link to our Services for any purpose other than to promote your profile on ProMusicDB, without ProMusicDB's consent;
  • Remove any copyright, trademark or other proprietary rights notices contained in or on our Service;
  • Remove, cover or obscure any advertisement included on the Services;
  • Collect, use, copy, or transfer any information obtained from ProMusicDB without the consent of ProMusicDB;
  • Share or disclose information of others without their express consent;
  • Use manual or automated software, devices, scripts robots, other means or processes to access, “scrape,” “crawl” or “spider” the Services or any related data or information;
  • Use bots or other automated methods to access the Services, download profiles, or send or redirect messages;
  • Monitor the Services' availability, performance or functionality for any competitive purpose;
  • Engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of the Services;
  • Access the Services except through the interfaces expressly provided by ProMusicDB, such as on ProMusicDB.org;
  • Override any security feature of the Services; and/or
  • Interfere with the operation of, or place an unreasonable load on, the Services (e.g., spam, denial of service attack, viruses, gaming algorithms).

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    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:


     


     

    ProMusicDB

    Attn: Legal

    5627 Kanan Rd. #115, Agoura Hills, CA 91301

    USA