1. Your Acceptance
By using this Website, including the HarmonyDrop platform, HarmonyDrop application programming interfaces (“API”), the HarmonyDrop Embeddable Player, and any other technology, services or content provided through the HarmonyDrop Website (collectively “HarmonyDrop Website” or “Website”) you signify your assent to both these terms and conditions and the terms and conditions of HarmonyDrop’s privacy notice which are incorporated herein by reference (collectively “Terms of Service” or “Agreement”). If you do not agree to any of these terms, then please do not use the HarmonyDrop Website.
HarmonyDrop is not intended for children under 13. By using this Website you affirm that you are over the age of 13. If you are under 13 years of age, then please do not use the HarmonyDrop Website; talk to your parents about what sites are appropriate for you.
2. Website Access
A. HarmonyDrop hereby grants you limited, revocable license to use the Website provided that you comply with the terms and conditions of these Terms of Service.
B. In order to access some features of the Website, you will have to create an account. You may never use another's account without permission. When creating your account, you must provide accurate and complete information. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You must notify HarmonyDrop immediately of any breach of security or unauthorized use of your account. Although HarmonyDrop will not be liable for your losses caused by any unauthorized use of your account, you may be liable for the losses of HarmonyDrop or others due to such unauthorized use. You are responsible for all uses of your account, whether or not you authorize such use or activity.
C. You agree not to use the Website for any of the following commercial uses, except as authorized by HarmonyDrop:
the sale of access to the Website;
the sale of advertising, sponsorships, or promotions placed on or within the Website or your Content; or
the sale of advertising, sponsorships, or promotions on any page of an ad-enabled blog or website containing your Content delivered via the Website, unless other material not obtained from HarmonyDrop appears on the same page and is of sufficient value to be the basis for such sales;
the sale of transformative or derivative content on, within or via the website, or any use of the website as an intermediary to facilitate such sale.
You agree not to a) use or launch any automated system, including without limitation, "robots," "spiders," "offline readers," etc., that accesses the Website in a manner that sends more request messages to the HarmonyDrop servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser; b) alter of modify any part of the Website, except as authorized by HarmonyDrop; c) collect or harvest any personally identifiable information, including account names, from the Website; d) circumvent, disable or otherwise interfere with security related features of the Website; or e) use the Website in contravention of any laws, rules or regulations. HarmonyDrop grants the operators of public search engines permission to use spiders to copy materials from the site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials. HarmonyDrop reserves the right to revoke these exceptions either generally or in specific cases.
4. Intellectual Property Rights
The content on the HarmonyDrop Website, except for your Content (as defined below), including without limitation, the text, software, APIs, scripts, graphics, photos, sounds, music, videos, interactive features and the like and the trademarks, service marks, logos, copyrights, trade secrets, patents, and any other proprietary rights contained therein are owned by or licensed to HarmonyDrop, subject to copyright and other intellectual property rights under Canadian and foreign laws and international conventions. The HarmonyDrop Website is provided to you AS IS for your information and personal use only and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of HarmonyDrop. HarmonyDrop reserves all rights not expressly granted in and to the Website.
5. Your Content
A. When you create an account with HarmonyDrop, you may be authorized to upload music or other information and communications submitted by you on behalf of yourself or others (your “Content") for the hosting, sharing, and/or publishing via the Website. You grant to HarmonyDrop a non-exclusive, royalty-free, sub-licensable, and transferable license to display, reproduce, perform, distribute, modify or otherwise use the Content as contemplated by you in using the Website. You have the ability to allow third parties to view and access your Content and to control such access. You grant all necessary licenses to any viewer of your Content (“Viewer”) or any third party site to view, share and access your Submissions, to the extent you allow such access. For clarity, you retain all of your ownership rights in your Content. You do not grant HarmonyDrop or third-parties the right to sell your Content or exploit your Content on its own behalf.
B. You shall be solely responsible for your Content associated with your account and the consequences of posting or publishing it. In connection with your Content, you affirm, represent, and warrant that: (i) you own or have the necessary licenses, rights, consents, legal authority and permissions to upload, distribute, or otherwise use any Content submitted by you in a manner contemplated by the Website and Terms of Service; (ii) where required by the law you have the written consent, release, and/or permission of each and every identifiable individual person in your Content to use the name or likeness of each and every such identifiable individual person; your Content does not and will not infringe any intellectual property right of any third party including any copyright, trademark, patent, trade secret, publicity/privacy or contract rights.
C. In connection with your Content, you further agree that you will not: (i) publish falsehoods or misrepresentations that could damage HarmonyDrop or any third party; (ii) submit material that is unlawful, obscene, defamatory, libellous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate; or (iii) impersonate another person.
D. HarmonyDrop does not permit copyright infringing activities and infringement of intellectual property rights on its Website, and HarmonyDrop will remove all Content if properly notified that such Content infringes on another's intellectual property rights in accordance with the Copyright Act of Canada. HarmonyDrop reserves the right to remove such Content without prior notice. HarmonyDrop will also terminate a User's access to the Website, if they are determined to be a repeat infringer. A repeat infringer is a User who has been notified of infringing activity more than twice and/or has had Content removed from the Website more than twice. HarmonyDrop also reserves the right to decide whether Content is appropriate and complies with these Terms of Service for violations such as, but not limited to, pornography and obscene or defamatory material. HarmonyDrop may remove such Content and/or terminate access for uploading such material in violation of these Terms of Service at any time, without prior notice and at its sole discretion.
E. Cover Imagery: The HarmonyDrop community is a diverse one with users from all walks of life. Please respect that by not uploading imagery that could cause offence or make some people feel uncomfortable. This includes, but not limited to; pornography, nudity, sexual objectification, harassment, racism, homophobia and sexism. Any cover images reported to us will be reviewed on a case by case basis and removed should they be deemed inappropriate for the site. Offenders will be warned and repeat offenders may have their track deleted or uploading privileges terminated. Please report any inappropriate imagery to the team for review.
F. HarmonyDrop does not offer refunds to Subscription account holders whose accounts are terminated as a result of repeated infringement or any violation of these Terms of Service.
6. COPYRIGHT INFRINGEMENT, NOTICE AND NOTICE REGIME, AND REPORTING ABUSE
A. Notice. In particular, if you are a copyright owner or an agent thereof and believe that any Content infringes upon your copyrights in accordance with the Copyright Act of Canada, you may submit a notification via HarmonyDrop's "Report copyright infringement" feature on the alleged infringing Content or by emailing email@example.com. Please provide the following information in writing:
(i) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
(ii) Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and an electronic mail;
(iii) Identification of the copyrighted work claimed to have been infringed (or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site) and your interest or right with respect to that work(s) ;
(iv) Identification of the Content that is claimed to be infringing or to be the subject of infringing activity and information reasonably sufficient to permit the service provider to locate the Content;
(v)Specify the nature of the infringement that is alleged;
(vi)Specify the date and time of alleged infringement;
(vii) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law (Copyright Act of Canada); and
(viii) A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
You acknowledge that if you fail to comply with all of the requirements of this Section 6(A), your Copyright Infringement notice may not be valid. To expedite our ability to process your request, such written notice should be sent to our designated agent via our online complaint form by clicking on the “Report copyright infringement” feature found on the Website whenever there is Content available for download. You may also utilize the “Report copyright infringement” feature to report other abuses such as trademark infringement, privacy violations, and harassment. HarmonyDrop reserves the right to investigate all claims and apply a subjective good faith decision on their validity; "bogus claims", "copyfraud", "misrepresentation of copyright" or other invalid notifications may be subject to legal action.
B. Notice and Notice. If HarmonyDrop receives a valid notification of alleged Copyright Infringement about Content uploaded to your account HarmonyDrop will, under our obligations in the Notice and Notice regime (Copyright Modernization Act, Canada), forward the infringement notification to you via electronic mail and we will inform the complaining party that this has been done.
Receiving a notice does not necessarily mean that you have in fact infringed copyright, or that you will be sued for copyright infringement, or that your account at HarmonyDrop is affected in any way.
The Notice and Notice regime does not impose any obligations on a subscriber who receives a notice and it does not require the subscriber to contact the copyright owner or HarmonyDrop.
The information provided by the copyright owner should help you understand the details of the alleged infringement.
HarmonyDrop will go above and beyond our legal obligations under the Notice And Notice regime to investigate the alleged infringing Content and make a determination, in good faith, and at it's sole discretion, whether infringement under the Copyright Act of Canada and the Copyright Modernization Act (Canada) has taken place.
If we believe, in good faith, the Content does not have the authorization from the copyright owner, the copyright owner's agent, and is not authorized by the law, the Content will be removed from our servers without prior warning and in accordance with these Terms (5.D).
7. THIRD PARTY CONTENT, THIRD PARTY LINKS & EMBEDDABLE PLAYER
A. HarmonyDrop does not endorse any Content or any opinion, recommendation, or advice expressed therein, nor is HarmonyDrop responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to your Content or any third party Content and HarmonyDrop expressly disclaims any and all liability in connection with such Content.
B. You agree not to use, copy, or distribute Content of third parties obtained through the Website for any commercial purposes. If you download or print a copy of the Content for personal use as authorized by the owner of the Content, you must retain all copyright and other proprietary notices contained therein.
C. HarmonyDrop provides an "Embeddable Player" feature, which you may incorporate into your own personal website or other third party websites for use in accessing the Content on the HarmonyDrop Website. If you use the Embeddable Player on your website or other third party websites, you may not modify, build upon, or block any portion or functionality of the Embeddable Player.
HarmonyDrop retains the right, but does not have the obligation, to immediately halt the offering or sale of any goods or services, prevent or restrict access to the Site or the Services or take any other action in case of technical problems, objectionable material, or actions otherwise prohibited by the procedures and guidelines contained on the Site, or for any other reason in the sole and absolute discretion of HarmonyDrop, and to correct any inaccurate listing or technical problems on the Site.
8. Warranty Disclaimer
YOU AGREE THAT YOUR USE OF THE HarmonyDrop WEBSITE SHALL BE AT YOUR SOLE RISK AND THE WEBSITE IS PROVIDED ‘AS IS’. TO THE FULLEST EXTENT PERMITTED BY LAW, HarmonyDrop, ITS OFFICERS, AFFILIATES, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE WEBSITE AND YOUR USE THEREOF. HarmonyDrop MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY, COMPLETENESS, FUNCTIONALITY OR NON-INFRINGEMENT OF THIS WEBSITE OR THE CONTENT THEREIN OR THE CONTENT OF ANY SITES LINKED TO THIS SITE. HarmonyDrop DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE HarmonyDrop WEBSITE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND HarmonyDrop WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
9. Limitation of Liability
IN NO EVENT SHALL HarmonyDrop, ITS OFFICERS, AFFILIATES, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER INLCUDING BUT NOT LIMITED TO ANY DAMAGES RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) YOUR CONTENT OR THIRD PARTY CONTENT; (III) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR WEBSITE, (IV) ANY UNAUTHORIZED ACCESS TO OR USE OF YOUR ACCOUNT OR OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (V) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE, (VI) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY, (VII) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND, INCLUDING LOSS OF YOUR CONTENT OR INFORMATION; (VIII) INFRINGEMENT OF INTELLECTUAL PROPERTY OR PRIVACY/PUBLICITY RIGHTS; AND/OR (IX) THIRD PARTY WEBSITES; WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
The Website is controlled and offered by HarmonyDrop from its facilities in Italy. HarmonyDrop makes no representations that the HarmonyDrop Website is appropriate or available for use in other locations. Those who access or use the HarmonyDrop Website from other jurisdictions do so at their own volition and are responsible for compliance with local law.
You agree to defend, indemnify and hold harmless HarmonyDrop, its parent corporation, officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the HarmonyDrop Website; (ii) your violation of any term of these Terms of Service; (iii) your violation of any third party right, including without limitation any copyright, patent, trademark, contract, or privacy/publicity right; or (iv) any claim that one of your Content caused damage to a third party. This defense and indemnification obligation will survive these Terms of Service and your use of the HarmonyDrop Website.
You may terminate this Agreement by removing all your submitted Content, and the inactivation and permanent deletion of your account. In the event of termination, HarmonyDrop may destroy your Content and any other data or information provided by you. HarmonyDrop also reserves the right to terminate your account and/or destroy your Content and other data or information stored in such user account in the event of any breach of this Agreement.
These Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by HarmonyDrop without restriction.
You agree that: (i) the HarmonyDrop Website shall be deemed solely based in Canada; and (ii) the HarmonyDrop Website shall be deemed a passive website that does not give rise to personal jurisdiction over HarmonyDrop, either specific or general, in jurisdictions other than Canada. These Terms of Service shall be governed by the internal substantive laws of Canada, without respect to its conflict of laws principles. Any claim or dispute between you and HarmonyDrop that arises in whole or in part from the HarmonyDrop Website shall be decided exclusively by a court of competent jurisdiction located in Canada. These Terms of Service, together with the Privacy Notice and any other legal notices published by HarmonyDrop on the Website, shall constitute the entire agreement between you and HarmonyDrop concerning the HarmonyDrop Website. If any provision of these Terms of Service is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Service, which shall remain in full force and effect. All waivers must be in writing and any valid waiver shall not be deemed a further or continuing waiver of such term or any other term, and HarmonyDrop's failure to assert any right or provision under these Terms of Service shall not constitute a waiver of such right or provision. YOU AND HarmonyDrop AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE HarmonyDrop WEBSITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.