PRIMA MUSIC POLICIES, TERMS & CONDITIONS
Terms & Conditions
Acceptance of Terms
Your use of the website constitutes Your Agreement to the Terms contained herein.
The Terms are entered into by and between Prima Music and You. Any reference herein to Prima Music shall be deemed to refer to Prima Music and/or the website, as applicable under the circumstances. The products offered for sale or rent and other on-line resources accessible via the wbsite, are provided to You, subject to these Terms. Unless explicitly stated otherwise, the Terms will govern Your use of any new features that augment or enhance the website.
Prima Music, and any third-party providers of content to the website, may make improvements and/or changes to the website including the products, programs, services and prices that are offered or described on the website, at any time, without prior notice. In addition, Prima Music does not warrant that the products offered on the website are available to be shipped to all customers or that product descriptions or other content of the website is accurate, complete, reliable, current or error-free. If a product offered on the website is not as described, Your sole remedy is to return the product in unused condition.
Inclusion of Prima Music Policies
All terms, conditions, rules, restrictions, and requirements documented in Prima Music's Policy Statement are incorporated in full in this agreement. Use of the Prima Music website constitutes your acceptance, in whole and in part, to all sections of the Prima Music Policy Statement. The Prima Music Policy Statement can be found here.
Prima Music reserves the right to update or modify these Terms and, any additional terms, codes of conduct or guidelines, without prior notice. You are responsible for regularly reviewing these Terms and Your continued use of the website constitutes Your agreement as to all such updated or modified terms.
Termination of Use
Prima Music, at its sole discretion, may terminate Your password, Your account, Your use of any of the on-line resources available on the website, and remove and discard any Content on the Websites, for any reason, including, without limitation, for lack of use, non-payment of monies owed, credit card chargebacks, or if Prima Music believes that You have violated or acted inconsistently with the letter or spirit of the Terms. Any termination of Your access to the website under any provision of the Terms may be effected without prior notice, and Prima Music may immediately de-activate or delete Your account and all related information and files in Your account and/or bar any further access to such files or to the Websites. Further, Prima Music will not be liable to You or any third-party for any termination or suspension of Your Account or Your access to the Websites.
Prima Music reserves the right in its sole discretion, without prior notice and for any reason, including but not limited to unavailability of products, to deny an order or to refuse to fulfill an order in whole or in part. Furthermore, Prima Music shall not be liable to you or any third party for such denial or refusal.
You may place an order to purchase any material, or license, offered for sale on the website subject to the terms of this Agreement. YOU HEREBY AUTHORIZE Prima Music TO BILL YOUR CREDIT CARD OR PAYMENT ACCOUNT THE FEES LISTED ON THE SITE FOR THE ITEM OR MATERIAL ORDERED BY YOU, IN ADDITION TO ANY FEES FOR SHIPPING, INSURANCE, OR ANY OTHER FEE IDENTIFIED IN THE ORDER CONFIRMATION. YOU AGREE THAT SHIPMENT OF YOUR ORDER FROM THE POINT OF ORIGIN CONSTITUTES COMPLETION OF YOUR ORDER AND WILL BIND YOUR PAYMENT METHOD. ANY CHARGEBACKS INITIATED FOR COMPLETED ORDERS MAY RESULT IN LOSS OF MEMBERSHIP AND REINSTATEMENT FEES. Fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you are responsible for payment of all such taxes, levies or duties.
Intellectual Property Rights
Unless otherwise indicated, all information, images, text, messages, illustrations, graphics, logos, designs, icons, photographs, programs, data, software, music, sound, video, or other materials that are part of the website (collectively, the "Content") are protected by copyrights, trademarks, service marks, publicity rights, or other proprietary rights and laws owned, controlled or licensed by Prima Music or by third parties (the "Third Party Providers") who have provided materials to Prima Music, and these rights are valid and protected in all forms, media and technologies, existing now or hereinafter developed. All Content is copyrighted as a collective work under the U.S. copyright laws, and Prima Music owns a copyright in the selection, coordination, arrangement, and enhancement of such Content.
Except as set forth herein, none of the Content may be copied, reproduced, framed, modified, removed, sold, distributed, republished, downloaded, displayed, posted, transmitted, or otherwise exploited, in whole or in part, in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without the prior express written permission of Prima Music or the Third Party Provider. No part of the website may be reproduced or retransmitted in any way, or by any means, without the express written permission of Prima Music. You also may not, without Prima Music's prior express written permission, "mirror" any of the Content contained on the website on any other server.
Prima Music is committed to respecting others' intellectual property rights, and we ask our users to do the same. Prima Music may, in its sole discretion, terminate the accounts or access rights of users who infringe or otherwise violate others' intellectual property rights. If You believe that Your work has been copied in a way that constitutes copyright infringement on the website, please contact us.
Nothing on the website shall be construed as conferring any license under any of Prima Music's or any Third Party Provider's intellectual property rights, whether by estoppel, implication, or otherwise. You acknowledge sole responsibility for obtaining any such licenses.
Permission is granted to display, copy, distribute and download Prima Music's Content on the website for Your personal, non-commercial use only, provided You do not modify the materials and that You retain all copyright notices, trademark legends, and other proprietary rights notices contained in the materials. This permission terminates automatically if You breach any of these Terms. Upon termination, You must immediately destroy any downloaded and printed materials.
Prima Music has not independently authenticated content provided by Third Party Providers in whole or in part. Prima Music does not provide, sell, license, rent or lease any of the Content other than those specifically identified as being provided by Prima Music.
You agree to use the website only for lawful purposes. You are prohibited from posting on or transmitting through the website any Content that violates or infringes anyone's intellectual property rights (including copyrights, trademarks, trade secrets, patents, publicity rights or, to the extent protectable, confidential ideas) or that is obscene, obscene as to minors, child pornography, defamatory, racist, lewd, lascivious, filthy, excessively violent, harassing, or otherwise deemed by Prima Music to be harmful or objectionable, or that intentionally or unintentionally violates any applicable local, state, national or international law, or any regulations having the force of law. Prima Music, at its sole discretion, will determine any violation and immediately remove such content.
Comments, Communications and Other Content
All comments, communications, ideas, and other content disclosed, submitted or offered to Prima Music on or by the website or otherwise disclosed, submitted or offered in connection with Your use of the website (collectively, the "Comments") shall be and remain Prima Music's property. Such disclosure, submission or offer of any Comments shall constitute an assignment to Prima Music of all worldwide rights, titles and interests in all copyrights and other intellectual properties in the Comments. Thus, Prima Music will own exclusively all such rights, titles and interests and shall not be limited in any way in its use, commercial or otherwise, of any Comments. Prima Music is and shall be under no obligation (1) to maintain any Comments in confidence; (2) to pay user any compensation for any Comments; or (3) to respond to any user Comments. You agree that no Comments submitted by You to the website will violate any rights of any third party, including copyright, trademark, privacy or other personal or proprietary right(s). You further agree that no Comments submitted by You to the website will be or contain libelous or otherwise unlawful, abusive or obscene material. You are and shall remain solely responsible for the content of any Comments you make.
The website may provide, or third parties may provide, links to other Internet sites or resources. Because Prima Music has no control over such sites and resources, You acknowledge and agree that Prima Music is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. Prima Music will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource. Prima Music is providing these links to You only as a convenience, and the inclusion of any link to such sites does not imply endorsement by Prima Music of those sites.
You agree to indemnify and hold Mitchell Commerce Corporation, and its subsidiaries, affiliates, officers, agents, co-branders, or other partners, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of the use of the website.
Disclaimer of Warranties
YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK. THIS WEBSITE IS PROVIDED BY Prima Music ON AN "AS IS" AND "AS AVAILABLE" BASIS. UNLESS OTHERWISE EXPLICITLY STATED, THE CONTENT ON THE WEBSITES IS PROVIDED "AS IS", "WITH ALL FAULTS," AND IS FOR COMMERCIAL USE ONLY. Prima Music DISCLAIMS ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES OF ANY KIND, INCLUDING ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. Prima Music MAKES NO REPRESENTATIONS, WARRANTIES, CONDITIONS OR GUARANTIES AS TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF ANY OF THE CONTENT CONTAINED ON THE WEBSITES. Prima Music MAY MAKE AVAILABLE ON THE WEB SITES CONTENT AVAILABLE FOR DOWNLOADING THAT HAS BEEN SUBMITTED BY THIRD-PARTY USERS OF THE WEB SITES. ANY QUESTIONS REGARDING THE CONTENT SHOULD BE DIRECTED TO THE PROVIDERS OF SUCH CONTENT. IN NO EVENT WILL Prima Music OR ITS SUPPLIERS BE LIABLE FOR THE ACCURACY OR COMPLETENESS OF THE CONTENT OR INFORMATION FROM THE WEBSITES.
Prima Music MAKES NO WARRANTY OR CONDITION THAT: (i) THE WEBSITE WILL MEET YOUR REQUIREMENTS, (ii) THE WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE WEBSITE WILL MEET YOUR EXPECTATIONS, OR THAT (v) ANY ERRORS IN THE WEBSITE SOFTWARE WILL BE CORRECTED.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL, INCLUDING ANY DAMAGES RESULTING FROM COMPUTER VIRUSES.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Prima Music OR THROUGH OR FROM THE WEBSITE WILL CREATE ANY WARRANTY OR CONDITION NOT EXPRESSLY STATED IN THE TERMS. Prima Music's EMPLOYEES ARE NOT AUTHORIZED TO VARY THESE TERMS.
Limitation of Liability
TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, Prima Music IS NOT LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, USE, DATA, ELECTRONICALLY TRANSMITTED ORDERS, OR OTHER ECONOMIC ADVANTAGE (EVEN IF Prima Music HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, WHETHER IN CONTRACT (INCLUDING FUNDAMENTAL BREACH), TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR RELATED TO: (i) THE USE OF OR THE INABILITY TO USE THE WEBSITE; (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 WEBSITE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE WEBSITE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICES, INCLUDING CONTENT YOU MAY DOWNLOAD, USE, MODIFY OR DISTRIBUTE FROM THE WEBSITE.
YOU HAVE SOLE RESPONSIBILITY FOR ADEQUATE PROTECTION AND BACKUP OF DATA AND/OR EQUIPMENT USED IN CONNECTION WITH THE WEBSITE AND WILL NOT MAKE A CLAIM AGAINST Prima Music FOR LOST DATA, RE-RUN TIME, INACCURATE OUTPUT, WORK DELAYS OR LOST PROFITS RESULTING FROM THE USE OF THE CONTENT.
YOU AGREE TO HOLD Prima Music HARMLESS FROM, AND YOU COVENANT NOT TO SUE Prima Music FOR, ANY CLAIMS BASED ON USING THE WEBSITE, WHETHER IN CONTRACT (INCLUDING FUNDAMENTAL BREACH), TORT (INCLUDING NEGLIGENCE) OR OTHERWISE. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to You.
You are prohibited from violating or attempting to violate the security of the website, including, without limitation, (a) accessing data not intended for such user or logging onto a server or an account which You are not authorized to access; (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (c) attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting a virus to the website, overloading, "flooding," "spamming," "mailbombing" or "crashing;" (d) sending unsolicited email, including promotions and/or advertising of products or services; or (e) forging any TCP/IP packet header or any part of the header information in any email or newsgroup posting. Violations of system or network security may result in civil or criminal liability. Prima Music will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of the website or any activity being conducted on the website. You agree, further, not to use or attempt to use any engine, software, tool, agent or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the website other than the search engine and search agents available from Prima Music on the website and other than generally available third party web browsers (e.g., Netscape Navigator, Microsoft Explorer).
The Terms constitute the entire agreement between You and Prima Music and govern Your use of the website, superseding any prior agreements between You and Prima Music (including, but not limited to, any prior versions of the Terms). You also may be subject to additional terms and conditions that may apply when You use other Prima Music services, third-party content or third-party software. You must not assign or otherwise transfer either the Terms or any right granted hereunder.
Any breach of the Terms will result in irreparable harm to Prima Music for which damages would be an inadequate remedy and, therefore, in addition to its rights and remedies otherwise available at law, Prima Music will be entitled to equitable relief, including both a preliminary and permanent injunction, if such a breach occurs. You waive any requirement for the posting of a bond or other security if Prima Music seeks such an injunction.
Georgai law and controlling U.S. federal law govern any action related to the Terms. No choice of law rules of any jurisdiction apply. You and Prima Music agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Fayette, Georgia.
The U.S. export control laws regulate the export and re-export of technology originating in the United States. This includes the electronic transmission of information and software to foreign countries and to certain foreign nationals. You agree to abide by these laws and their regulations including, but not limited to, the Export Administration Act and the Arms Export Control Act and not to transfer, by electronic transmission or otherwise, any Content derived from the website to either a foreign national or a foreign destination in violation of such laws.
The failure of Prima Music to exercise or enforce any right or provision of the Terms does not constitute a waiver of such right or provision. If a court of competent jurisdiction finds any provision of the Terms 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 the Terms remain in full force and effect. REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO USE OF THE SERVICES OR THE TERMS MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR BE FOREVER BARRED. The section titles in the Terms are for convenience only and have no legal or contractual effect.
These Terms represent the entire understanding relating to the use of the website and prevail over any prior or contemporaneous, conflicting, or additional, communications.