Effective as of January 1, 2020
1. General
Welcome To nexusmusic.com! The website and online service of Nexus Music, LLC ("Nexus Music," "we," “our” or "us"). The purpose of this page is to explain the terms by which you may use our online services, website, mobile application and software provided on or in connection with the service (collectively the "Service"). By accessing or using the Service, including by embedding our code on your site, you signify that you have read, understood, and agree to be bound by this Terms of Service Agreement (as amended from time to time, this "Agreement"), and to the use and collection of your information as set forth in the Nexus Music Privacy Policy , regardless of whether or not you are a registered user of our Service. This Agreement applies to all visitors, users, and others who access the Service ("Users").
Occasionally we may, at our discretion, make changes to this Agreement. Nexus Music reserves the right to update and amend this Agreement at any time for any reason. A notice shall not be required or provided for non-substantive changes to this Agreement. If a substantive amendment to this Agreement is made, we will give you a minimum of seven days’ notice via email prior to the changes taking effect. If you do not agree to these changes you must terminate your account (if created) and stop using the Service. Your continued use of the Service after any such changes and amendments constitutes your acceptance of such changes and amendments.
Only submit content and information that you are comfortable sharing with others. You are responsible for your use of the Service (and any use occurring under your login information), and for any and all content and information provided by you or anyone using your login information, including compliance with applicable laws, rules and regulations.
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE ACCESSING OR USING THE INFORMATION AND SERVICES AVAILABLE THROUGH THE SERVICE. BY ACCESSING OR USING THE SERVICE, YOU AGREE TO BE BOUND BY THIS AGREEMENT AND OUR PRIVACY POLICY.
2. Access and Use of the Service
You may be required to register with Nexus Music in order to access and use certain features of the Service. If you choose to register for the Service, you agree to provide and maintain true, accurate, current and complete information about yourself as prompted by the Service’s registration form. Registration data and certain other information about you are governed by our Privacy Policy.
You are responsible for maintaining the confidentiality of your password and account, if any, and are fully responsible for any and all activities that occur under your password or account. You agree to immediately notify us of any unauthorized use of your password or account or any other breach of security, and ensure that you exit from your account at the end of each session when accessing the Service. We will not be liable for any loss or damage arising from your failure to comply with this paragraph.
Nexus Music reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that we will not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
You acknowledge that Nexus Music may establish general practices and limits concerning use of the Service, including without limitation the maximum period of time that data or other content will be retained by the Service and the maximum storage space that will be allotted on our servers on your behalf. You agree that we have no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Service. You acknowledge that we reserve the right to suspend or terminate your account or use of the Service and remove and discard any content within the Service, for any reason, including if your account is inactive for an extended period of time. You further acknowledge that we reserve the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
The Service includes certain services that are available via a mobile device, including (i) the ability to upload content to the Service via a mobile device, (ii) the ability to browse the Service and from a mobile device and (iii) the ability to access certain features through an application downloaded and installed on a mobile device (collectively, the “Mobile Services”). To the extent you access the Service through a mobile device, your wireless service carrier’s standard charges, data rates and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices. By using the Mobile Services, you agree that we may communicate with you regarding Nexus Music and other entities by SMS, MMS, text message or other electronic means to your mobile device and that certain information about your usage of the Mobile Services may be communicated to us. In the event you change or deactivate your mobile telephone number, you agree to promptly update your account information to ensure that your messages are not sent to the person that acquires your old number.
3. Conditions of Use
Certain activities are expressly prohibited in connection with your use of the Service. The following activities and conduct are not allowed for any reason whatsoever:
- Registering a username or posting content that is illegal, offensive, harmful, unlawful, threatening, violent, libelous, defamatory, obscene, abusive, hateful, inflammatory, discriminatory, pornographic, profane or otherwise objectionable in the sole judgment of Nexus Music;
- Posting any content that infringes any intellectual property or other proprietary rights of any party, or poses or creates a privacy or security risk to any person;
- Altering or removing any trademark, copyright, or other intellectual property notices contained on or provided through the Service;
- Selling, renting, sublicensing or leasing any part of Nexus Music;
- Reverse-engineering, decompiling, disassembling, attempting to derive the source code of, modifying, or creating derivative works of the Service, any updates, or any part thereof;
- Making copies of, recording, performing, recreating, broadcasting, ripping, reproducing or displaying to the public any part of the Nexus Music Service and its content (including any third party content made available to you through the Service);
- Making any use of the Nexus Music Service, or any content made available to you through the Service, which is not expressly permitted under the Agreements or which violates any applicable law;
- Circumventing any technology used by the Nexus Music Service or its licensors to protect content accessible via the Service;
- Using automated means to increase play count or to inorganically influence any data;
- Providing your password to any other person;
- Accessing anyone else’s account, or otherwise impersonating any person or entity, or misrepresenting your affiliation with a person or entity;
- Circumventing any territorial restrictions applied by Nexus Music or its licensors;
- Scraping, crawling, caching or otherwise accessing any content on the Service via automated means except as may be the result of standard search engine protocols or technologies used by a search engine;
- Providing content or communicating with others in a way that is harassing or bullying;
- Soliciting personal information from anyone under the age of 18;
- Posting content that includes any form of malicious content (malware) such as viruses, Trojans, adware, worms, bots, back doors and spyware;
- Posting content that involves commercial or sales activities not permitted by the Service;
- Transmission of any form of spam through the Service;
- Promoting commercial products or services except as authorized by Nexus Music;
- Running contests, holding promotions or advertising except as authorized by Nexus Music;
- Using or interacting with the Service in any way that disrupts the Service or tests for vulnerabilities in the network, computer systems, usage rules or any of Nexus Music’s security components; or
- Furthering or promoting any criminal activity or enterprise or providing instructional information about illegal activities.
4. Rights You Grant Us
As an Artist friendly company, you retain total ownership of all intellectual property rights to the content you submit. So that we may facilitate the service, you grant Nexus Music and its legal successors a non-exclusive, transferable, royalty-free, perpetual (or a term equal to the duration of the Agreement plus 20 years in jurisdictions where this is not permitted), worldwide and irrevocable right to store, parse, stream, publish, modify, translate, distribute (through the Service), make available to the public and create derivative works from (in order to facilitate streaming) any of your submitted Content in connection to the Service through any medium and by any method or technology now known or hereafter created. You represent and warrant that you own all right, title and interest in and to such content, including, without limitation, all copyrights and rights of publicity contained therein.
For our ability to facilitate the operation of the Service from a technical standpoint, you grant Nexus Music the right to use the storage, bandwidth, and processor hardware on your mobile device or other device used to access the Nexus Music Service.
If you decide to send us ideas, suggestions or feedback over email or any other method of communication in connection with our Service, you aut†horize Nexus Music to use, and grant to Nexus Music a perpetual, irrevocable, royalty-free, fully transferable and sublicenseable right and license to use, that feedback in any way and without compensation or attribution to you. You acknowledge that any information you provide will be considered non-confidential.
The placement and selection of content found on the Nexus Music Service may be influenced by commercial considerations.
5. Rights We Grant You
The Service and the associated content are the property of Nexus Music or its licensors. We grant you a non-exclusive, revocable and limited right to use the Service during the term of, and for as long as you are in compliance with, this Agreement. Your right to access and use the Service and access the content can be terminated at any time, including if any breach to this Agreement occur. You agree that you are using the Service and content for your own personal use and that you will not redistribute any part of the Service or content, except to the extent you are an approved Label or Promoter user and you have an agreement in place outside of Nexus Music with another Artist, Label or Promoter user specifically regarding the use of a submitted demo. Nexus Music does not take part in or take responsibility for demo submission related discussions between users. Use at your own risk.
Nexus Music owns the right to all trademarks, service marks, trade names, logos, domain names, and any other features of the Nexus Music Service and brand. You are not granted the right to the commercial or non-commercial use of any part of the Nexus Music brand under this Agreement.
Nexus Music and its licensors retain ownership of all copies of the applications and software (including mobile app, plugins, use of the website and web platform etc.) and content even after an installation has occurred on any electronic device including but not limited to tablets, personal computers, desktop computers, headsets or any other relevant device.
6. Apple-Enabled Software Applications
Nexus Music offers software applications that are intended to be operated in connection with products made commercially available by Apple Inc. (“Apple”), among other platforms. With respect to software that is made available for your use in connection with an Apple-branded product (such software, “Apple-Enabled Software”), in addition to the other terms and conditions set forth in this Agreement, the following terms and conditions apply:
- Nexus Music and you acknowledge that this Agreement is entered into between Nexus Music and you only, and not with Apple, and that as between Nexus Music and Apple, Nexus Music, not Apple, is solely responsible for the Apple-Enabled Software and the content thereof.
- You may not use the Apple-Enabled Software in any manner that is in violation of or inconsistent with the Usage Rules set forth for Apple-Enabled Software in, or otherwise be in conflict with, the App Store Terms of Service.
- Your license to use the Apple-Enabled Software is limited to a non-transferable license to use the Apple-Enabled Software on an iOS Product that you own or control, as permitted by the Usage Rules set forth in the App Store Terms of Service.
- Apple has no obligation whatsoever to provide any maintenance or support services with respect to the Apple-Enabled Software.
- Apple is not responsible for any product warranties, whether express or implied by law. In the event of any failure of the Apple-Enabled Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Apple-Enabled Software to you, if any; and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Apple-Enabled Software, or any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty, which will be Nexus Music’s sole responsibility, to the extent it cannot be disclaimed under applicable law.
- Nexus Music and you acknowledge that Nexus Music, not Apple, is responsible for addressing any claims of you or any third party relating to the Apple-Enabled Software or your possession and/or use of that Apple-Enabled Software, including, but not limited to: (i) product liability claims; (ii) any claim that the Apple-Enabled Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
- In the event of any third party claim that the Apple-Enabled Software or the end-user’s possession and use of that Apple-Enabled Software infringes that third party’s intellectual property rights, as between Nexus Music and Apple, Nexus Music, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
- You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
- If you have any questions, complaints or claims with respect to the Apple-Enabled Software, they should be directed to Nexus Music via our Contact Form.
Nexus Music and you acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement with respect to the Apple-Enabled Software, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you with respect to the Apple-Enabled Software as a third party beneficiary thereof.
7. Intellectual Property
Nexus Music does not screen content for any potential intellectual property violations. However, we respect the rights of intellectual property owners, and we ask our users to do the same. As a copyright holder, if you believe a piece of content (i.e. song submitted as a demo) infringes on or otherwise violates your intellectual property, you should notify us of your claim in accordance with the procedure set forth below.
We will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property laws with respect to any alleged or actual infringement. You may e-mail a notification of claimed copyright infringement to our Copyright Agent at copyright@nexusmusic.com (Subject line: “DMCA Takedown Request”).
To be effective, the notification must be in writing and contain the following information:
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
- a description of the copyrighted work or other intellectual property that you claim has been infringed;
- a description of where the material that you claim is infringing is located on the Service, with enough detail that we may find it on the Service;
- your address, telephone number, and email address;
- a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law;
- a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
If you believe that your content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to upload and use such content, you may send a written counter-notice containing the following information to the Copyright Agent:
- your physical or electronic signature;
- identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
- a statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and
- your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the federal court located within the District of Massachusetts and a statement that you will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by the Copyright Agent, Nexus Music will send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.
In accordance with the DMCA and other applicable law, Nexus Music has adopted a policy of terminating, in appropriate circumstances and at our sole discretion, users who are deemed to be repeat infringers. Nexus Music may also at its sole discretion limit access to the Service and/or terminate the memberships of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
Under no circumstances will Nexus Music be liable for any content or materials of any third parties (including users), including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. Although we do not pre-screen content, we will have the right (but not the obligation) in our sole discretion to refuse or remove any content that is available via the Service. Without limiting the foregoing, we will have the right to remove any content that violates this Agreement or is deemed by Nexus Music, in its sole discretion, to be otherwise objectionable.
8. Service Limitations
Nexus Music is subject to intended or unintended service interruptions. The Service can be changed, interrupted or eliminated at any time for any reason at the sole discretion of Nexus Music. In the event of an interruption, data loss or elimination of the Service, Nexus Music shall not be liable for any losses that occur.
9. Payments and Fees
If you elect to access any paid component of the Services, such as becoming a subscriber or purchasing credits, you agree to pay all fees and charges associated with the subscription or credit purchase on a timely basis.
Unless otherwise stated, all fees and charges are due and payable in advance, are non-refundable, and are exclusive of any applicable federal, state, or local taxes. All such fees and charges (including any taxes and late fees, as applicable) will be charged to the payment method you provided when you elected to access that paid component of the Service(s). You agree to maintain a valid payment method during the term of your use of such Service(s).
10. Disclaimer of Warranties; Limitations of Liability
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. NEXUS MUSIC EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
NEXUS MUSIC MAKES NO WARRANTY THAT (I) THE SERVICE WILL MEET YOUR REQUIREMENTS, (II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, OR (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS.
YOU EXPRESSLY UNDERSTAND AND AGREE NEXUS MUSIC WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN NEXUS MUSIC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICE; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (V) ANY OTHER MATTER RELATING TO THE SERVICE. IN NO EVENT WILL NEXUS MUSICD’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID COMPANY IN THE LAST SIX (6) MONTHS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100).
SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU OR BE ENFORCEABLE WITH RESPECT TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.
1. IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING SECTIONS TITLED “DISCLAIMER OF WARRANTIES” AND “LIMITATION OF LIABILITY” ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.
11. Identity Authentication
By entering into this Agreement you hereby understand that impersonating a brand, company, artist or individual is not permitted, will result in the immediate termination of your account and may have legal ramifications.
12. Age Restriction
To enter into this Agreement, you must be at least 18 years of age (or the age of the legal majority in your jurisdiction if different than 18) or be 13 or older (15 in Australia) and have your parent or guardian’s consent.
13. Explicit Content
Nexus Music provides many forms of entertainment content, some of which you may consider inappropriate for those under the age 18. Parental discretion is advised for all users of the Service under the age of 18 due to: speech, lyrics, visual images, or other media that includes strong language, or depictions of sex, violence or substance abuse.
14. Choice of Law, Mandatory Arbitration and Venue
These Terms shall be governed by and interpreted in accordance with the laws of the Commonwealth of Massachusetts, excluding its conflicts of law rules, and the United States of America. For all purposes of these Terms of Service, the parties consent to exclusive jurisdiction and venue in the United States Federal Courts or state courts located in Massachusetts. To the maximum extent permitted by applicable law, use of the Service is not authorized in any jurisdiction that does not give effect to the provisions of these Terms and Conditions.
15. Limitation of Actions
You agree that regardless of any statute or law to the contrary, you have no more than one year to file any and all claims or causes of action you may have connected with your use of the Service or this Agreement from the date such claims or causes of action arose. If you do not file within the one year period, you will forever be barred from doing so.
16. Assignment
Nexus Music Inc. may assign this Agreement or delegate any of our rights or obligations hereunder, or any part thereof, to any third party, including our successor in interest (including but not limited to an acquiring entity), without requiring your written consent. You may not assign or delegate this Agreement or any of your rights or obligations under this Agreement to any third party, nor transfer or sub-license your rights (or any part of your rights).
17. General
The failure of Nexus Music to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of this Agreement remain in full force and effect. A printed version of this Agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. The section titles in this Agreement are for convenience only and have no legal or contractual effect. Notices to you may be made via either email or regular mail. The Service may also provide notices to you of changes to this Agreement or other matters by displaying notices or links to notices generally on the Service.
18. Contact Us
If you have any questions, please contact Nexus Music customer support via our Contact page (www.nexusmusic.com/contact) .
