MXPLAY Terms of Service

  1. Your Acceptance

    MXPLAY is a web-enabled software application. Therefore, some of the features of the product will be accessed or available through web pages or web content displayed in a browser or the embedded browser. For the purposes of this Terms of Service, we will refer to any content used, accessed, served, or viewed by you within a browser or the embedded browser as the MXPLAY Website or Website. BY USING AND/OR VISITING the MXPLAY Website YOU SIGNIFY YOUR ASSENT TO BOTH THESE TERMS AND CONDITIONS (the "Terms of Service") AND THE TERMS AND CONDITIONS OF MXPLAY'S PRIVACY NOTICE, WHICH ARE PUBLISHED AT http://www.MXPLAY.com/legal/privacy.html, AND WHICH ARE INCORPORATED HEREIN BY REFERENCE. If you do not agree to any of these terms, then please do not use the MXPLAY Website.

  2. MXPLAY Website

    These Terms of Service apply to all users of the MXPLAY Website, including users who are also contributors of mashup content, playlists, information, and other materials or services on the Website. The MXPLAY Website may contain links to third party websites that are not owned or controlled by MXPLAY. MXPLAY has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites. In addition, MXPLAY will not and cannot censor or edit the content of any third-party site. By using the Website, you expressly relieve MXPLAY from any and all liability arising from your use of any third-party website. Accordingly, we encourage you to be aware when you leave the MXPLAY Website and to read the terms and conditions and privacy policy of each other website that you visit.

  3. Website Access

    1. MXPLAY hereby grants you permission to use the Website as set forth in this Terms of Service, provided that: (i) your use of the Website as permitted is solely for your personal, noncommercial use; (ii) you will not copy or distribute any part of the Website in any medium without MXPLAY's prior written authorization; (iii) you will not alter or modify any part of the Website other than as may be reasonably necessary to use the Website for its intended purpose; (iv) all registration information you submit is truthful and accurate; (v) you will maintain the accuracy of such information; (vi) you are 13 years of age or older; (vii) your use of the Website does not violate any applicable law or regulation; and (vii) you will otherwise comply with the terms and conditions of these Terms of Service. Your use of the Website may be terminated without warning, if we believe that you are under 13 years of age.
    2. In order to access some features of the Website, you will have to register and create an account. You may never use another person's account without permission. When registering, 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 MXPLAY immediately of any breach of security or unauthorized use of your account. Although MXPLAY will not be liable for your losses caused by any unauthorized use of your account, you may be liable for the losses of MXPLAY or others due to such unauthorized use.
    3. You agree not to 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 MXPLAY 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. Notwithstanding the foregoing, MXPLAY grants the operators of public search engines permission to use spiders to copy materials from the site for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such materials. MXPLAY reserves the right to revoke these exceptions either generally or in specific cases. You agree not to collect or harvest any personally identifiable information, including account names, from the Website, nor to use the communication systems provided by the Website for any commercial solicitation purposes. You agree not to solicit, for commercial purposes, any users of the Website with respect to their User Submissions.

  4. Intellectual Property Rights

    The content on the MXPLAY Website, except all User Submissions (as defined below), including without limitation, the text, software, scripts, graphics, photos, sounds, music, mashups, playlists, interactive features and the like ("Content") and the trademarks, service marks and logos contained therein ("Marks"), are owned by or licensed to MXPLAY, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Content on the 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 the respective owners. MXPLAY reserves all rights not expressly granted in and to the Website and the Content. You agree to not engage in the use, copying, or distribution of any of the Content other than expressly permitted herein, including any use, copying, or distribution of User Submissions of third parties obtained through the Website for any commercial purposes. If you download or print a copy of the Content for personal use, you must retain all copyright and other proprietary notices contained therein. You agree not to circumvent, disable or otherwise interfere with security related features of the MXPLAY Website or features that prevent or restrict use or copying of any Content or enforce limitations on use of the MXPLAY Website or the Content therein.

  5. User Submissions

    1. The MXPLAY Website permits the submission of mashups, playlists and other communications (e.g., comments, tags, ratings, etc.) submitted by you and other users ("User Submissions") and the hosting, sharing, and/or publishing of such User Submissions. You understand that whether or not such User Submissions are published, MXPLAY does not guarantee any confidentiality with respect to any submissions.
    2. You shall be solely responsible for your own User Submissions and the consequences of posting or publishing them. In connection with User Submissions, you affirm, represent, and/or warrant that: (i) you own or have the necessary licenses, rights, consents, and permissions to use and authorize MXPLAY to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all User Submissions to enable inclusion and use of the User Submissions in the manner contemplated by the Website and these Terms of Service; and (ii) you have the written consent, release, and/or permission of each and every identifiable individual person in the User Submission to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of the User Submissions in the manner contemplated by the Website and these Terms of Service. For clarity, you retain all of your ownership rights in your User Submissions. However, by submitting the User Submissions to MXPLAY, you hereby grant MXPLAY a worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the User Submissions in connection with the MXPLAY Website and MXPLAY's (and its successor's) business, including without limitation for promoting and redistributing part or all of the MXPLAY Website (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each user of the MXPLAY Website a non-exclusive license to access your User Submissions through the Website, and to use, reproduce, distribute, prepare derivative works of, display and perform such User Submissions as permitted through the functionality of the Website and under these Terms of Service. The foregoing license granted by you terminates once you remove or delete a User Submission from the MXPLAY Website except as to any User Submission previously downloaded by another person.
    3. In connection with User Submissions, you further agree that you will not: (i) submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant MXPLAY all of the license rights granted herein; (ii) publish falsehoods or misrepresentations that could damage MXPLAY or any third party; (iii) submit material that is unlawful, obscene, defamatory, libelous, 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; (iv) post advertisements or solicitations of business: (v) impersonate another person. MXPLAY does not endorse any User Submission or any opinion, recommendation, or advice expressed therein, and MXPLAY expressly disclaims any and all liability in connection with User Submissions. MXPLAY does not permit copyright infringing activities and infringement of intellectual property rights on its Website, and MXPLAY will remove all Content and User Submissions if properly notified that such Content or User Submission infringes on another's intellectual property rights. MXPLAY reserves the right to remove Content and User Submissions without prior notice. MXPLAY will also terminate a User's access to its 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 a User Submission removed from the Website more than twice. MXPLAY also reserves the right to decide whether Content or a User Submission is appropriate and complies with these Terms of Service for violations other than copyright infringement and violations of intellectual property law, such as, but not limited to, pornography, obscene or defamatory material, or excessive length. MXPLAY may remove such User Submissions and/or terminate a User's access for uploading such material in violation of these Terms of Service at any time, without prior notice and at its sole discretion.
    4. In particular, if you are a copyright owner or an agent thereof and believe that any User Submission or other content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):
      1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
      2. 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;
      3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material;
      4. Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail;
      5. 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; and
      6. 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.
      MXPLAY's designated Copyright Agent to receive notifications of claimed infringement is: Rupen Dolasia, 110 Pacific Ave. #175, San Francisco, CA 94111 email: copyright@MXPLAY.com, telephone: 415.486.2132, fax: 415.486.2140. For clarity, only DMCA notices should go to the Copyright Agent; any other feedback, comments, and other communications should be directed to MXPLAY at feedback@MXPLAY.com. You acknowledge that if you fail to comply with all of the requirements of this Section 5(D), your DMCA notice may not be valid.
    5. You understand that when using the MXPLAY Website, you will be exposed to User Submissions from a variety of sources, and that MXPLAY is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such User Submissions. You further understand and acknowledge that you may be exposed to User Submissions that are inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against MXPLAY with respect thereto, and agree to indemnify and hold MXPLAY, its Owners/Operators, affiliates, and/or licensors, harmless to the fullest extent allowed by law regarding all matters related to your use of the site.

  6. Warranty Disclaimer

    YOU AGREE THAT YOUR USE OF THE MXPLAY WEBSITE SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, MXPLAY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE WEBSITE AND YOUR USE THEREOF. MXPLAY MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THIS SITE'S CONTENT OR THE CONTENT OF ANY SITES LINKED TO THIS SITE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR WEBSITE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONSIN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE MXPLAY WEBSITE. MXPLAY DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE MXPLAY WEBSITE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND MXPLAY 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.

  7. Limitation of Liability

    IN NO EVENT SHALL MXPLAY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR WEBSITE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE MXPLAY WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER ORNOT 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. YOU SPECIFICALLY ACKNOWLEDGE THAT MXPLAY SHALL NOT BE LIABLE FOR USER SUBMISSIONS OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. The Website is controlled and offered by MXPLAY from its facilities in the United States of America. MXPLAY makes no representations that the MXPLAY Website is appropriate or available for use in other locations. Those who access or use the MXPLAY Website from other jurisdictions do so at their own volition and are responsible for compliance with local law.

  8. Indemnity

    You agree to defend, indemnify and hold harmless MXPLAY, 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 MXPLAY 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, property, or privacy right; or (iv) any claim that one of your User Submissions caused damage to a third party. This defense and indemnification obligation will survive these Terms of Service and your use of the MXPLAY Website.

  9. Ability to Accept Terms of Service

    You affirm that you are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Service, and to abide by and comply with these Terms of Service. In any case, you affirm that you are over the age of 13, as the MXPLAY Website is not intended for children under 13. If you are under 13 years of age, then please do not use the MXPLAY Website - there are lots of other great web sites for you. Talk to your parents about what sites are appropriate for you.

  10. Assignment

    These Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by MXPLAY without restriction.

  11. General

    You agree that: (i) the MXPLAY Website shall be deemed solely based in California; and (ii) the MXPLAY Website shall be deemed a passive website that does not give rise to personal jurisdiction over MXPLAY, either specific or general, in jurisdictions other than California. These Terms of Service shall be governed by the internal substantive laws of the State of California, without respect to its conflict of laws principles. Any claim or dispute between you and MXPLAY that arises in whole or in part from the MXPLAY Website shall be decided exclusively by a court of competent jurisdiction located in San Francisco County, California. These Terms of Service, together with the Privacy Notice at http://www.MXPLAY.com/legal/privacy.html and any other legal notices published by MXPLAY on the Website, shall constitute the entire agreement between you and MXPLAY concerning the MXPLAY 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. No waiver of any term of this these Terms of Service shall be deemed a further or continuing waiver of such term or any other term, and MXPLAY's failure to assert any right or provision under these Terms of Service shall not constitute a waiver of such right or provision. MXPLAY reserves the right to amend these Terms of Service at any time and without notice, and it is your responsibility to review these Terms of Service for any changes. Your use of the MXPLAY Website following any amendment of these Terms of Service will signify your assent to and acceptance of its revised terms. YOU AND MXPLAY AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE MXPLAY WEBSITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

  12. No unlawful or prohibited use; Responsibility for your account

    As a condition of your use of the Services, you will not use the Services for any purpose that is unlawful or prohibited by these Terms of Service. You may not use the Services in any manner that could damage, disable, overburden, or impair the Services or interfere with any other party's use and enjoyment of it. You may not attempt to gain unauthorized access to any account, computer systems or networks associated with the Services or to otherwise interfere with or disrupt any accounts, computer systems or networks connected to the Services. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Services. You may not use access to the Services to obtain information necessary for you to design, develop or update unauthorized software that you use or provide to others to use to access the Services. You may not charge others to use the Services either directly or indirectly without the express written agreement of MXPLAY.

    Subject to these Terms of Service, you may use the Services within your commercial organization, but you may not use the Services to advertise or offer to buy or sell any goods or services, or to run a business or commercial entity without the express written agreement of MXPLAY.

    You agree to use the Services in accordance with these Terms of Service. By way of example, and not as a limitation, you agree that when using the Services, you will not:

    • Use the Services in connection with surveys, contests, pyramid schemes, chain letters, junk email, spamming or any duplicative, bulk or unsolicited messages (commercial or otherwise).
    • Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
    • Create a false identity for the purpose of misleading others.
    • Publish, transfer, distribute or disseminate any inappropriate, profane, defamatory, obscene, indecent or unlawful topic, name, material or information.
    • Transfer or otherwise make available, files or other material that contain images, photographs, software or other material protected by intellectual property laws, including, by way of example, and not as limitation, copyright or trademark laws (or by rights of privacy or publicity) unless you own or control the rights thereto or have received all necessary consents to do the same.
    • Use any material or information, including images or photographs, which is made available through the Services in any manner that infringes any copyright, trademark, patent, trade secret, or other proprietary right of any party.
    • Transfer, stream or otherwise make available, files or other material that contain viruses, Trojan horses, worms, time bombs, cancelbots, corrupted files, or any other similar software or programs that may damage the operation of another's computer or property of another.
    • Download any file or other material transferred by another user of the Services that you know, or reasonably should know, cannot be legally distributed in such manner.
    • Use, download or otherwise copy, or provide (whether or not for a fee) to a person or entity any directory of users of the Services or other user or usage information or any portion thereof.
    • Falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is transferred.
    • Violate any code of conduct or other guidelines which may be applicable to the Services.
    • Use any portion of the Services to harvest or otherwise collect information about others, including e-mail addresses.

    MXPLAY reserves the right at all times to monitor communications on the Services and disclose any information MXPLAY deems necessary to (i) ensure your compliance with this Agreement; (ii) satisfy any applicable law, regulation or legal process; or (iii) protect the rights, property, and interests of MXPLAY, its employees or the public. MXPLAY also reserves the right to edit, refuse to transfer or to remove any information or materials, in whole or in part, in MXPLAY's sole discretion.

    Always use caution when giving out any personally identifiable information about yourself or your children in the Services. MXPLAY does not control or endorse the content, messages or information exchanged by means of the Services and, therefore, MXPLAY specifically disclaims any liability with regard to the Services and any actions resulting from your participation in the Services.

    You are responsible for all activities that occur in your account. You agree to notify MXPLAY immediately of any unauthorized use of your account or breach in security known to you related to the Services.