Buyer Agreement

BY CHOOSING "I ACCEPT" OR SIMILAR LANGUAGE ON THE BROADJAM DOWNLOADS STORE, YOU CONFIRM THAT YOU WILL BECOME A PARTY TO THIS AGREEMENT, AND YOU AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, ALL REFERENCED POLICIES AND ALL OTHER AGREEMENTS THAT ARE INCORPORATED HEREIN. WE MAY MODIFY THIS AGREEMENT FROM TIME TO TIME AS FURTHER DESCRIBED IN ARTICLE II BELOW. IF YOU DO NOT AGREE TO THESE TERMS OR ANY SUBSEQUENT MODIFICATION, CLICK THE "I DO NOT ACCEPT" BUTTON OR OTHERWISE DO NOT USE THE BROADJAM DOWNLOADS STORE. THE "EFFECTIVE DATE" OF THIS AGREEMENT IS THE DATE ON WHICH YOU CLICK THE "I ACCEPT" BUTTON. BROADJAM RESERVES THE RIGHT TO REJECT YOUR OFFER TO USE THE BROADJAM DOWNLOADS STORE IN ITS SOLE DISCRETION.

Contents:

  • GENERAL

    • 1.01

      • This Article I applies to any Person who visits, submits Material to or in any manner avails themselves of any Service offered at, on or through the Site (hereinafter a "User"). As set forth herein, the term, "User" includes, but is not limited to, Subscribers and Hosting Subscribers.

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    • 1.02

      • (a) For purposes of this Agreement the term, "Artist" shall refer to any individual or group, whether or not organized as a legal entity, that made any creative contribution to Materials you post at, on or through the Site.

      (b) For purposes of this Agreement the term, "Person" shall refer to any individual, corporation, partnership, association or other group of persons, whether or not organized as a legal entity, or legal successors or representatives of the foregoing.

      (c) For purposes of this Agreement the term, "Materials" shall include but is not limited to: sound recordings, musical compositions, lyrics, pictures, graphics, photographs, text, videos and other audiovisual work, album and other artwork, liner notes and all other original works of authorship

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    • 1.03

      • Broadjam grants you a personal, revocable, nontransferable, and non-exclusive license to access and make personal use of the Site and to use the object code of the Site on a single computer, subject to the following terms and conditions:

      (a) You do not, and do not allow any third party to, copy, modify, create a derivative work from, or attempt to transfer any right in the software for the Site; and

      (b) You do not download (other than page caching) or modify the Site or any portion of it, without Broadjam's express written consent; and

      (c) You do not download (other than page caching), modify or exercise any other exclusive right to any Materials posted on the Site, without a written license from the owner(s) of such Materials.

      This license expressly excludes any resale or commercial use of the Site or its contents; any collection or use of any product listings, descriptions, or prices; any derivative use of the Site or its contents; any downloading or copying of account information for the benefit of any merchant; and any use of data mining, robots, or similar data gathering and extraction tools. Neither the Site nor any portion thereof may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without Broadjam's express written consent

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  • SCOPE OF SERVICE; ENROLLMENT

    • 2.01

      • The BDS permits individuals or entities who maintain a Broadjam membership account ("Buyers") to purchase songs or download songs free of charge ("Free Songs") that other Broadjam members ("Merchants") have chosen to make available for sale or for free download in the BDS. Broadjam may distribute these songs via permanent digital download, streams or burns, as individual tracks or as whole albums. The BDS is provided to Buyers for individual use only. All provisions in this BDS Agreement apply to Free Songs.

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    • 2.02

      • Broadjam currently provides the BDS for downloading purchased music in the MP3 format. In order to use the BDS, you must obtain access to the Internet and pay any service fees associated with such access. In addition, you must provide all equipment necessary to make such connection to the Internet and to be able to download and listen to the music files. To enroll as a Buyer, you must first complete the Broadjam subscription process located on our web site at http://www.broadjam.com (the "Site") or such other registration process as we may require.

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    • 2.03

      • We have sole discretion as to the operation, availability and scope of the BDS. We reserve the right to modify, expand, update, discontinue or otherwise change the BDS (or component thereof) and the terms of this Agreement. We will notify you of any material changes to this Agreement by posting the revised terms to the Site. YOU SHOULD REFER TO THE SITE FREQUENTLY TO ENSURE THAT YOU HAVE REVIEWED AND ARE FAMILIAR WITH THE MOST RECENT VERSION. Unless we state otherwise, the change, addition or deletion will apply to your future use of the BDS. You are deemed to accept all changes, additions or deletions if you use the BDS after they have been posted. If you do not agree to any such change, your sole remedy is to terminate this Agreement pursuant to Article III.

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  • TERMS AND CONDITIONS

    • 3.01

      • The following terms shall have the following meanings for purposes of this Agreement:

      (a) "Term" means the period beginning on the Effective Date of this Agreement and extending coterminously with your uninterrupted status as a Broadjam Subscriber, regardless of whether your subscription is paid or complimentary. If your Broadjam subscription terminates for any reason and you later re-subscribe, this Agreement will not automatically revive.

      (b) "Territory" means the Universe.

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    • 3.02

      • You may terminate this Agreement at any time by providing Broadjam with thirty (30) days' written notice of your intention to terminate. Broadjam may terminate this Agreement at any time, without notice and in its sole discretion.

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    • 3.03

      • Only you may access the BDS using your Username. All content available through the BDS is the property of Broadjam or its licensors and is protected by copyright and other intellectual property laws. Content received through the BDS, whether purchased or downloaded free of charge, may be used for your personal, non-commercial use only.

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    • 3.03

      • Only you may access the BDS using your Username. All content available through the BDS is the property of Broadjam or its licensors and is protected by copyright and other intellectual property laws. Content received through the BDS may be used for your personal, non-commercial use only.

      (a) You understand and agree that you do not obtain and will not exercise or attempt to exercise any copyright or other intellectual property rights, worldwide, in or to any content you obtain through the BDS.

      (b) You agree to indemnify and hold harmless Broadjam, its successors, assigns, members and licensors for your failure to comply in any respect with this Section 3.04.

      (c) This Section 3.04 shall survive termination of this Agreement.

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  • FEES

    • 4.01

      • If you wish to use the BDS, you will be asked by Broadjam to supply certain information applicable to your purchase, including, without limitation, credit card and other information. You understand that any such information will be treated by Broadjam in the manner described in our Privacy Policy. You represent that all information that you provide to Broadjam will be accurate, current and complete. By registering for the BDS, you agree to pay all charges incurred by you or any users of your account and/or credit card (or other applicable payment mechanism) at the price(s) in effect when such charges are incurred. The fees, charges and payments hereunder do not include, and you are solely responsible for paying, any taxes, duties, government levies or other charges imposed by a taxing or other regulatory authority relating to your use of the BDS.

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    • 4.02

      • (a) BROADJAM RESERVES THE RIGHT, AT ANY TIME, TO CHANGE ITS FEES AND BILLING METHODS, INCLUDING THE ADDITION OF SUPPLEMENTAL FEES OR SEPARATE CHARGES FOR CONTENT OR SERVICES PROVIDED BY BROADJAM, EFFECTIVE IMMEDIATELY UPON POSTING NOTICE OF SUCH CHANGES ON THE SITE. IF ANY SUCH CHANGE IS UNACCEPTABLE TO YOU, YOU MAY CANCEL YOUR USE OF THE BDS, AS PROVIDED IN SECTION 3.02. YOUR CONTINUED USE OF THE BDS FOLLOWING THE EFFECTIVE DATE OF A CHANGE TO SUCH FEES AND BILLING METHODS SHALL CONSTITUTE YOUR ACCEPTANCE OF SUCH CHANGE.

      (b) ALL SALES ARE FINAL.

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    • 4.03

      • In the event you purchase an item for download from the BDS and its delivery fails in whole or in part, you agree to notify Broadjam by email, within fifteen (15) days of such failed delivery, at the following address: customerservice@broadjam.com. Upon receipt of your timely notification, Broadjam will deliver a "Replacement Download" of the item you purchased, if such item is still available. If the item you purchased is no longer available at that time, Broadjam will offer you one of the two remedies set forth in Section 4.05, below.

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    • 4.04

      • If, between the time you render payment for an item from the BDS and the time you attempt to download the item, the Merchant has modified that item in any way, YOU AGREE TO ACCEPT THE ITEM AS MODIFIED BY THE MERCHANT. By choosing to download a purchased item at a later time, you understand and hereby assume the risk that the Merchant may modify the item, and you agree that you shall have no right to demand the item in any other form or version.

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    • 4.05

      • If, between the time you render payment for an item from the BDS and the time you attempt to download the item, the Merchant has deleted that item, Broadjam in its sole discretion will provide you with one of the following remedies:

      (a) Broadjam may provide you with a comparable item from the same Merchant, if available; or

      (b) Broadjam will credit your account with Purchase Credits, pursuant to Section 4.05 of the USA, in the amount of your purchase price.

      (c) IN NO CASE WILL BROADJAM ISSUE CASH REFUNDS FOR PURCHASES FROM THE BDS.

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  • DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY

    • 5.01

      • You agree that you have read and you accept Sections 1.10 and 1.11 of the USA hyperlink which, along with each and every other provision of the USA, are fully incorporated herein. YOUR USE OF THE BDS IS ENTIRELY AT YOUR OWN RISK.

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  • MISCELLANEOUS

    • 6.01

      • All notices required to be sent to Broadjam under this Agreement shall be in writing and shall be sent by certified mail, return receipt requested, postage paid, or by overnight delivery service, to Broadjam Inc., 100 S. Baldwin St. Ste. #204 Madison, WI 53703 Attention: Legal.

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    • 6.02

      • Your rights under this Agreement are not assignable and any attempt by your creditors to obtain an interest in your rights under this Agreement, whether by attachment, levy, garnishment or otherwise, renders this Agreement voidable at Broadjam’s option.

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    • 6.03

      • This Agreement is binding on the Parties and their respective heirs, legatees, executors, successors and assigns. Except for Policies and other agreements incorporated by reference herein (including but not limited to the USA), this Agreement is the entire agreement between the Parties and supersedes all prior written or oral agreements between the Parties relating to the subject matter hereof. If any portion of this Agreement is found to be void or unenforceable, the remaining portion shall be enforceable with the invalid portion removed, giving all reasonable construction to permit the essential purposes of the Agreement to be achieved. The Parties’ various rights and remedies hereunder shall be construed to be cumulative.

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    • 6.04

      • This Agreement shall be deemed to have been made in the State of Wisconsin, and it shall be governed by the substantive laws of the State of Wisconsin without regard to any applicable conflict of laws provisions. The Parties submit to jurisdiction in the state and federal courts sitting in Dane County, Wisconsin, and you hereby waive any jurisdictional, venue or inconvenient forum objections.

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    • 6.05

      • Nothing contained in this Agreement shall be construed to require the commission of any act contrary to law. Nothing in this Agreement shall be construed or deemed to create any partnership, agency, joint venture, employment or franchise relationship between the Parties.

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    • 6.06

      • Each Party hereto agrees to execute all further and additional documents as may be necessary or desirable to effectuate and carry out the provisions of this Agreement.

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    • 6.07

      • Captions and headings used in this Agreement are for purposes of convenience only and shall not be deemed to limit, affect the scope, meaning or intent of this Agreement, nor shall they otherwise be given any legal effect.

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    • 6.08

      • No breach of this Agreement by Broadjam shall be deemed material unless the Party alleging such breach shall have given Broadjam written notice of such breach, and Broadjam shall fail to cure such breach within thirty (30) days after its receipt of such notice.

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    • 6.09

      • You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the BDS must be filed within one (1) year after such claim or cause of action arose or be forever barred.

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