TERMS AND CONDITIONS

The following terms and conditions of website use (“Terms and Conditions”) shall govern your use of the Associated Production Music LLC (“APM”) website located at www.apmmusic.com and all sub-domains thereof (collectively, the “Site”).  We may change the Terms and Conditions from time to time, at any time without notice to you, by posting such changes on the Site.  In addition, we reserve the right, for any reason, in our sole discretion, to terminate, change, suspend, or discontinue any aspect of the Site, including, but not limited to, specific music offered on the Site (“Music”), or other content, which can include information, data, text, music, sound, photographs, graphics, video, messages, or other materials (“Content”).

Any references to “you” and “your” refer to you, as a user of the Site. References to “we”, “us” and “our” refer to APM.

BY ACCESSING AND/OR USING THE SITE, INCLUDING REGISTERING FOR AN ONLINE ACCOUNT, INTERACTING WITH THE SITE, OR SUBMITTING FEEDBACK THROUGH THE SITE, YOU ACCEPT AND AGREE TO THESE TERMS AND CONDITIONS.  IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, YOU MAY NOT ACCESS OR USE THE SITE.

1.    Rights Grant.
(a)    APM hereby grants you a limited non-exclusive right to use the Site solely for the purposes of researching, auditioning, reviewing, organizing, sharing, downloading and licensing of Music. The Site may not be used for any other purpose without the express written permission of APM. 
(b)    By downloading Music, you agree that if you use or wish to use Music in a production or in any other way, you either will operate under an existing licensing agreement or arrangement with APM that covers your production, or you will contact APM no later than thirty days after use of Music to arrange for a license from APM. Unless an agreement or arrangement with APM already exists or is negotiated by APM and you, you will be responsible for paying APM’s then current rate card for the use of Music. For the avoidance of doubt, the use of Music without a valid license from APM could constitute an infringement of APM’s rights.

2.    User Conduct. You represent and warrant that:
(a)    since user names and passwords are unique to individuals and not to be shared by more than one individual, you shall not share your Site credentials with any other user or individual, including your user name/ID and password without the written consent of APM;
(b)    you are at least 18 years old;
(c)    while using the Site, you shall not upload, post, or transmit to or distribute or otherwise publish through the Site any materials that: (i) are protected by third party copyright, or other proprietary or intellectual property right, or derivative works thereof, except as provided herein or without first obtaining permission from us; (ii) are unlawful,  threatening, harassing, invasive of another's privacy or publicity rights, obscene or that contain explicit or graphic descriptions or accounts of sexual acts (including but not limited to sexual language of a violent or threatening nature directed at another individual or group of individuals); (iii) restrict or inhibit any other user from using and enjoying the Site; (iv) constitute or encourage conduct that would constitute a criminal offense or give rise to civil liability;  or (v) contain a virus or other harmful component, advertising of any kind, or false or misleading indications of origin or statements of fact.
(d)    you will not engage in the following conduct: (i) reverse engineering, decompiling or disassembling the Content or otherwise attempting to obtain its source code; (ii)  spamming, spoofing, or flooding, harvesting of e-mail addresses or other personal information or any other activity with the purpose of obtaining lists of users or other information, or sending chain letters or pyramid schemes via the Site; or (iii) impersonating anyone, or misrepresenting who you are, or your affiliation with any other person or entity.  

3.    Proprietary Rights.  APM is the owner and/or authorized user of any trademark, registered trademark and/or service mark appearing on the Site, and is the copyright owner or licensee of the Content and/or information it publishes on the Site, unless otherwise indicated. Except as otherwise provided herein, your use of the Site does not grant to you any ownership to any Content, Music, features, data or other materials you may access on the Site. Any commercial uses of the Site, or of any Content, code, data or other materials on the Site, are strictly prohibited, except as allowed herein or otherwise approved by us. Notwithstanding anything to the contrary contained herein, the Site may contain some features that enable you to obtain rights to use certain content on the Site, such as Music and metadata. In such circumstances, your rights to use such content are limited to the rights expressly granted by APM. You may not download, reproduce, or save a copy of any of the Content or screens for any purpose except as otherwise provided by APM. If you make other use of the Site, except as otherwise provided above, you may violate copyright and other laws of the United States, applicable state laws, and laws of other countries, and you may be subject to liability for such unauthorized use, including for statutory damages under copyright. APM will aggressively enforce its intellectual property rights to the full extent of the law, and seek criminal prosecution when necessary. Our display on the Site of trademarks, registered trademarks, service marks, copyrightable material, or any other intellectual property, does not give you any right or license to use them, without our express permission.

4.    User’s Grant of Limited License.  By submitting, posting or sending your own or third-party content, comments, suggestions, ideas, feedback or other material to APM (collectively, “User Content”), you grant APM the royalty-free, unrestricted, worldwide, perpetual, irrevocable, non-exclusive, and fully sub-licensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display such User Content (in whole or part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed. Unless specifically requested, APM does not solicit nor does it wish to receive any confidential, secret, or proprietary information from you. Any User Content submitted, posted or sent to APM will be deemed to not be confidential or proprietary information. By submitting, posting or sending User Content to APM, you represent and warrant that the information is original to you or otherwise that you have the right to submit or post the User Content (and if applicable, you have provided proper attribution).  We are an online service provider with respect to User Content, and have no obligation to monitor the Site to determine whether any User Content infringes third-party rights or for any other purpose. However, we retain the right to monitor the Site, to remove any offending or infringing information, and to disclose any information as necessary or appropriate to satisfy any law, regulation, or governmental request, and for proper Site operation. In addition, we will follow any proper takedown notification (or counter-notification) under Section 512 of the US Copyright Act submitted to us relating to User Content.    

Please send your notification to APM’s Copyright Agent (or email it) as follows:

Copyright Department 
APM Music 
6255 Sunset Blvd., Suite 900 
Hollywood, CA 90028

Email notification: CopyrightDepartment@apmmusic.com

5.    Site Use.
(a)    When using the Site, you may be asked to provide certain information to APM (such information referred to hereinafter as "User Information"). APM’s use of any User Information shall be governed by the Privacy Statement. We urge you to read our Privacy Statement, attached at the end of these Terms and Conditions and incorporated herein by reference, and also found on the Site. You acknowledge and agree that you are solely responsible for the accuracy and content of such User Information.
(b)    Despite commercially and technologically reasonable safeguards used by APM, you understand and acknowledge that no data transmitted over the Internet can be guaranteed to be 100% secure and we cannot guarantee that any personal information you submit to us will be free from unauthorized third party intrusion. You understand and agree that all information you submit to APM or post to the Site is done so at your own risk.
(c)    Your access to the Site may be terminated at any time by APM without cause unless your agreement with APM specifies otherwise. You acknowledge and agree that we may deny you access to all or part of the Site without prior notice if you engage in any conduct or activities that we, in our sole discretion, believe to violate any of these Terms and Conditions, violate the rights of APM, or are otherwise inappropriate for continued access.
(d)    You may be able to link to third party websites (“Linked Sites”) from the Site. However, neither Linked Sites, nor in most cases hyperlinks, are reviewed, controlled or examined by APM in any way and APM is not responsible for the content, availability, advertising, products, information, or use of user information or other materials by any such Linked Sites, or any additional links contained thereon. These links do not imply APM’s endorsement of or association with the Linked Sites. It is your sole responsibility to comply with the appropriate terms and conditions of service of the Linked Sites

6.    DISCLAIMER OF WARRANTIES.  THE SITE, INCLUDING, WITHOUT LIMITATION, ALL CONTENT, MUSIC, FUNCTIONS, MATERIALS AND SERVICES, IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY FOR INFORMATION, DATA, DATA PROCESSING SERVICES, OR UNINTERRUPTED ACCESS, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, USEFULNESS, OF CONTENT OR INFORMATION, AND ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. APM DOES NOT WARRANT THAT THE SITE OR THE FUNCTIONS, FEATURES, OR CONTENT OR SERVICES CONTAINED THEREON WILL BE TIMELY, SECURE, UNINTERRUPTED, OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. APM MAKES NO WARRANTY THAT THE SITE WILL MEET USERS’ REQUIREMENTS. NO ADVICE, RESULTS, CONTENT OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM APM OR THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. IF YOU ARE DISSATISFIED WITH THE SITE, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE SITE. APM DOES NOT ENDORSE, WARRANT OR GUARANTEE ANY PRODUCTS OR SERVICES OFFERED OR PROVIDED BY OR ON BEHALF OF THIRD PARTIES ON OR THROUGH THE SITE. APM IS NOT A PARTY TO, AND DOES NOT MONITOR, ANY TRANSACTION BETWEEN USERS AND THIRD PARTY PROVIDERS OF PRODUCTS OR SERVICES WITHOUT THE DIRECT INVOLVEMENT OF APM.

7.    LIMITATION OF LIABILITY. IN NO EVENT SHALL APM, OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, OR MUSIC, CONTENT OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING FROM OR DIRECTLY OR INDIRECTLY RELATED TO THE USE OF, OR THE INABILITY TO USE, THE SITE OR THE CONTENT, MUSIC, MATERIALS AND FUNCTIONS RELATED THERETO OR FOUND THEREON, INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE, OR ANTICIPATED PROFITS, OR LOST BUSINESS, DATA, OR SALES, EVEN IF APM OR ITS REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS, SUCH AS NEW JERSEY, DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN CATEGORIES OF DAMAGES, SUCH AS PUNITIVE DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN NO EVENT SHALL THE TOTAL LIABILITY OF APM TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THESE TERMS AND CONDITIONS OR YOUR USE OF THE SITE EXCEED, IN THE AGGREGATE, THE AMOUNT, IF ANY, PAID BY YOU TO APM FOR YOUR USE OF THE SITE.

8.    Indemnification.  To the maximum extent permitted by applicable law, you agree to defend, indemnify and hold APM, its directors, officers, employees, agents, and affiliates (collectively, “APM Indemnitees”) harmless from any and all claims, liabilities, costs, and expenses, including reasonable attorneys’ fees, arising in any way from your use of the Site, or any Music or Content, in violation of these Terms of Use or Privacy Statement, or your placement or transmission of any User Content on or through the Site that violates these Terms of Use or Privacy Statement, or any action by you that results in a claim against the APM Indemnitees.  

9.    Applicable Law/Jurisdiction. You agree that the laws of the State of California, excluding its conflicts-of-law rules, shall govern these Terms and Conditions. Please note that your use of the Site may be subject to other local, state, national, and international laws. You expressly agree that exclusive jurisdiction for any claim or dispute with APM or relating in any way to your use of the Site resides in the courts of Los Angeles County, and you further agree and expressly consent to the exercise of personal jurisdiction in the courts of the Los Angeles County, in connection with any such dispute and including any claim involving APM or its affiliates, subsidiaries, employees, contractors, officers, directors, telecommunication providers or Content providers. We control and operate the Site from our offices in the United States of America. We do not represent that Content or materials on the Site are appropriate or available for use in all other locations. Persons who choose to access the Site from other locations do so on their own initiative and at their own risk, and are responsible for compliance with local laws, to the extent local laws are applicable.

 

PRIVACY STATEMENT

BY VISITING THIS SITE YOU ARE ACCEPTING AND CONSENTING TO THE PRACTICES DESCRIBED IN THIS PRIVACY STATEMENT (INCLUDING AS UPDATED OR AMENDED FROM TIME TO TIME). IF, FOR ANY REASON, YOU DO NOT AGREE TO THE TERMS OF THIS POLICY, PLEASE STOP USING THE SITE IMMEDIATELY.

1.    The Information We Collect. When using the Site or when you contact APM by telephone or e-mail, you may be asked to provide certain, personal or business information about yourself, such as name, address, telephone and e-mail address. The Site server automatically collects data about your home server’s domain and your device’s IP address when you visit the Site. For example, if you visit us from your AOL account, our server will record a visit from aol.com. Our server may also record the referring page that linked you to us, e.g., a search engine. We use this information only for internal review and analytics in aggregated and anonymized (not personally identifiable) form. Our server will not automatically record your name or e-mail address. Your e-mail address and other personally identifiable information (“PII”) will not be known to APM unless you voluntarily submit it to us.

2.    Cookies Notice. The Site also uses “cookies,” or small text files sent from our server and saved by your browser to your computer’s hard drive. Our cookies are sent back only to our server and cannot be read by other website servers. We use cookies to help you navigate the Site and to record certain information such as how many times a user has visited the Site and what pages the user has accessed, in order to generate analytics used to optimize the Site and also to facilitate your ease of use. For example, the Site uses cookies to save certain personal information such as your password so you don’t have to re-enter it each time you visit the Site. You do not have to accept cookies. In particular, you can set your browser to notify you when you receive a cookie, or to refuse to accept cookies. However, if you refuse to accept them, some features of the Site may not function properly, and you will have to re-enter more information to navigate the Site. Your continued use of the Site constitutes your implied consent and “opt-in” to our use of cookies for the purposes set forth above.  

3.    How We Use the Information We Collect. We use your PII for various purposes such as to carry out APM’s obligations arising from any contracts entered into between you and APM and to provide you with the information, products and services that you request from APM, to notify you about changes to the Site, responding to requests for information, to manage your access to the Site and providing customer assistance. Occasionally we may use your contact information to send you special offers from APM. If you prefer, you can choose not to receive such information from APM by indicating your preference in an e-mail message to APM at: or at the time you provide to us requested information. In addition, APM reserves the right to disclose any Content, records, or electronic communication of any kind (including PII or private electronic communication transmitted on the Site): (i) to satisfy any law, regulation, or government request; (ii) if such disclosure is necessary or appropriate to operate APM and/or the Site; or (iii) to protect the rights, safety or property of APM or its users, sponsors, providers, licensors, or merchants. APM also reserves the right to reject any order or to request additional information from any customer.

4.    Access, Corrections.  If you would like to make sure that the information and PII we have about you is accurate or if you wish to change your information in our database, or have it deleted, just send an e-mail message explaining the, correction or change to: .

5.    Links. The Site contains links to other websites. If you follow a link to any of these websites, please note that these websites have their own privacy policies.  Please check these policies before you submit any personal data to these websites. We are not responsible for the data/information collection and use practices of those other sites, and hereby expressly disclaim all responsibility and liability which may arise therefrom or in connection therewith.

6.    Security. We use current industry standard technology and security procedures to maintain the confidentiality and accuracy of the information/PII you provide to us and to prevent against its loss or misuse. Although no data transmission over the Internet can be guaranteed to be 100% secure, and although we exercise care to provide a secure transmission, we cannot guarantee that the PII you submit to us will be free from unauthorized third party intrusion. You therefore understand and agree that all information you submit to APM or post on the Site is done at your own risk.

7.    Consent to Processing. By providing any personal information/PII to the Site, all users, including without limitation users in Canada and the European Union, fully understand and expressly and unambiguously opt-in and consent to the collection, processing and storage of such information in the United States, and to disclosure for the limited purposes set forth  above, in the manner indicated in this Statement.

8.    Your Acceptance of this Statement. By using the Site, you signify your agreement to our Privacy Statement. If you do not agree to this Statement, please do not use the Site. We reserve the right, at our discretion, to change, modify, add, or remove portions of this Statement at any time. Please check back frequently to see any updates or changes to our Privacy Statement. Your continued use of the Site following the posting of changes to these terms means you accept these changes.


Any inquiries concerning these Terms and Conditions or Privacy Statement should be directed to support@apmmusic.com.