The following words and expressions shall have the following meanings:
‘Intellectual Property Rights’ means patents, design rights, know-how, copyrights, trade marks, trade names, logos, the right to use the musictrack and all other similar proprietary rights (whether registered or unregistered);
‘Payment Site’ means the secure payment website through which You pay to Us the Charges for the Service;
‘Contract’ means the contract between You and Us for the provision of the Service;
‘Content’ means music recording, related artwork and any other downloadable music or sound orientated content in the Wav or AIF format or any other format owned by Us and/or our licensors and for the avoidance of doubt, also forms part of the Service;
‘Defective Content’ means Content which you are unable to stream, permanently download or Use (as defined below) due to any error, defect or fault which is inherent in the Content;
‘End Work’ means works of your own creation, composition or arrangement in any media, form or format;
‘Force Majeure’ means acts of God, hostilities, war, explosion, flood, server availabilities and connections, sabotage, lack of adequate power, accident, raw materials or labour, strike, the number of people using the Network at the same time, lock-out or injunction compliance with governmental laws, fire, regulations or orders, sickness or indisposition of our key employees, riot, features or functionality of your Personal Operating System, third party software and programmes, Network disruption or any other cause whether or not of the class or kind enumerated which affects performance of these Terms arising from or attributable to acts, events, omissions or accidents beyond our reasonable control;
‘Charges’ means the charges for the provision of the Service including the Content calculated in accordance with the prices and rates and is available on the Website;
‘Service’ means the provision by Us to You of the Content and the related services deemed reasonably necessary by Us in order for You to stream and permanently download such Content;
‘Network’ means the electronic communications network used by you to access the Services;
‘Personal Operating System’ means the operating system of your personal computer;
‘Us’, ‘We’, ‘Our’, ‘us’, ‘we’, ‘our Company’ and/or ‘our’ means Cemasco GmbH, a company registered in Switzerland and having its place of business at Cemasco GmbH, Feldstrasse 2 , 6060 Sarnen , Switzerland and is the provider of the Service under these Terms;
‘Use’ means accessing the Website and/or downloading and using the Services and/or any other additional services offered by Us; and ‘Using’ shall be construed accordingly.
‘You’ and/or ‘Your’ and/or ‘you’ and/or ‘your’ means the end-user
This Website is owned and managed by Cemasco GmbH. You may need to register your details with Us in order to make certain uses of the Website or the Service. If you have any queries regarding your Use of the Website, please contact us at firstname.lastname@example.org .
3.1 Our Contract with you shall commence at the point you complete payment of the Charges using the Payment Site and shall remain in force for the duration of the provision of the Service unless terminated in accordance with these Terms.
3.2 You acknowledge and accept that the provision of the Service commences forthwith upon your payment of the Charges and you shall therefore have no rights to cancel the Service pursuant to the Consumer Protection (Distance Selling) Regulations 2000.
3.3 Notwithstanding clause 3.1, we reserve the right at our sole discretion and for whatsoever reason to refuse you access to the Service. The provisions of this clause 3 do not affect your statutory rights.
4.1 Your access to the Service shall commence upon payment of the Charges.
4.2 Due to the nature of the provision of the Service, you shall not be entitled to a refund once you have paid the Charges for the Service. In the case of a Defective Content, our sole obligation is to replace such Defective Content with identical Content that is not defective.
4.3 Although we shall use all our reasonable endeavours to make available to you all Service including without limitation the Content as displayed on the Website, we reserve the right to, at any time and for any reason wholly or partly, alter, vary, suspend, remove, disable access (wholly or partly) or provide you with an alternative to the Service. Where possible, we shall use our reasonable endeavours to notify you of the foregoing.
5.1 In consideration for the Charges and your acceptance of the Terms herein, we hereby grant to you a exclusive, sub-licensable, transferable, assignable licence to Use the Service:
(a) to download and install the Content onto your Personal Operating System; (b) to make copies of the Content for back-up purposes;
(d) in conjunction with any third party software and/or programme, unless otherwise expressly notified to you and subject always that such Use shall not and shall not cause the breach of any of the Terms herein;
5.2 You agree not to:
(a) use the Content in any way that would infringe or cause the infringement of the rights of any third parties; and
(b) attempt to, or aid, encourage or assist any other person to interfere, remove, alter, circumvent or modify any security technology or software that is part of the Website and Service.
5.3 By using the Website and/or Service, you acknowledge that:
your Use of the Content pursuant to this clause 7 shall not constitute a grant or waiver (or other limitation or implication) of our Intellectual Property Rights in the Content; and
you may encounter Content which is marked “Explicit” or which you may deem to be explicit, indecent or morally objectionable and you agree that your Use of such explicit content shall be at your sole risk and to the extent permitted by applicable laws.
You may pay the Charges for the Services in advance through the Payment Site using any methods of payment set out therein. VAT of 0% is included in all prices.
Our Company does not store any financial details. The Website retains details of your purchases and purchased products in your account profile, but no sensitive details relating to your payment methods are stored or handled by the Website or our Company.
We own the intellectual property rights of our content and our website.
Unless otherwise clearly stated the copyrights and rights of use of the purchased music are fully transferred to you when you purchase a music track.
We may, at any time, suspend, deny or terminate (wholly or partly) your access to and Use of the Website and/or the Service with or without notice for any reason whatsoever.
11.1 Unless expressly provided in these Terms, the Website and Service are provided to you “as is” and We do not give any warranties of any kind (either express or implied) in respect of your ability or inability to Use the Website and the Service including all implied warranties of merchantability, performance, accuracy, the provision of a fault-free and uninterrupted Service, a Website and Content which are free from corruption, viruses, worms, bugs, interference, tracking cookies or any other security intrusion of any kind, reliability, compatibility with any third party software and hardware, fitness for a particular purpose, correspondence with description set out on the Website and any warranty as to non-infringement of any third party Intellectual Property Rights.
11.2 In respect of the Website, except as expressly stated herein, any information, recommendation or suggestion provided are intended as information only and do not constitute any form of advice. Therefore, it must not be relied on to assist in making or refraining from making a decision, or to assist in deciding on a course of action. Such information is presented ‘as is’, without any conditions, warranties or terms of any kind.
11.3 You warrant the following that you:
(a) shall comply with all applicable laws in your Use of the Website and/or the Service;
(b) shall include and reproduce the proprietary notice in the Content in any form (where applicable);
(c) shall promptly notify us if you receive any notice alleging that your Use of the Website and Service infringes the rights of any third party; and
(d) shall be solely responsible in ensuring the security of your own Personal Operating System and any other software and hardware which you use to your reasonable satisfaction prior to, during and after the Use of the Website and Service;
(e) shall comply with all reasonable instructions issued by us from time to time relating to your Use of the Website and/or the Service;
(f) have the right, authority and capacity to enter into and be bound by these Terms;
(g) shall not Use the Website and/or the Service in any way or transmit any materials to the Website which (i) is illegal, improper, unlawful, libellous, discriminatory or abusive; and (ii) contains viruses, bugs, worms or any other matter which interferes or is likely to interfere with the operation of the Website and our provision of the Services and the Content to you;
(h) shall fully comply with the Terms herein.
11.4 This clause 10 shall survive the termination of these Terms howsoever arising.
12.1 We are also not liable to you for any indirect, incidental, special or consequential loss including, without limitation, loss of income, loss of business, loss of profits, loss of management time, loss of prospective business deals, damages to software and hardware, damage to reputation or any other loss or damage of any nature arising out of your Use of the Website and/or Service.
12.2 We shall not be liable to you for any direct loss not reasonably foreseeable as a result of your Use of the Website and/or Service.
12.3 Nothing in these Terms removes or limits our liability for death or personal injury resulting from our negligence in the performance of our obligations herein.
12.4 Subject to clauses 13.3, our maximum aggregate liability to you under, arising from or in connection with these Terms whether arising in contract, tort (including negligence) or otherwise, shall be limited to the Charges you have paid for that Content.
13.1 If we fail, at any time during the term of these Terms, to insist upon strict performance of any of your obligations under these Terms, or if we fail to exercise any of the rights or remedies to which we are entitled under these Terms, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.
13.2 This Contract is personal to you and you may not transfer the Contract to any third party at any time. We may transfer the Contract to any third party at any time.
13.3 No waiver by us of any of the Terms shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing.
13.4 A waiver by us of any default shall not constitute a waiver of any subsequent default.
13.5 If any of these Terms are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.
13.6 Each of us acknowledge that, in entering into these Terms, neither of parties has relied on any representation, undertaking or promise given by the other or implied from anything said or written in negotiations between us except as expressly stated in the Terms.
13.7 These Terms and any document expressly referred to in them represent the entire agreement between you and us in relation to the Services and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.
13.8 We shall not be liable to you for any loss in the event we are prevented or delayed from or in performing any of our obligations herein by Force Majeure.
13.9 These Terms are governed by Swiss law and you hereby submit to the exclusive jurisdiction of the Swiss courts.