Artist Terms & Conditions

PLEASE READ THESE TERMS OF USE BEFORE USING THE CUSTOM SONG SITE.

Welcome to the Internet Website of CUSTOM SONG, LLC (“CUSTOM SONG,” or “WE,” or “OUR,” or “US”). By using the CUSTOM SONG Site, you signify your agreement and consent to these terms of use. If you do not agree to these terms of use, do not use the CUSTOM SONG Site. We reserve the right to modify, add or delete portions of these terms of use at any time without notice, and it is your responsibility to review these terms of use for any changes. Your use of the CUSTOM SONG Site following any amendment of these terms of use will constitute your acceptance of such revised terms of use.

A. DEFINITIONS
1. “SONG” or “SONGS” shall mean a musical composition and/or sound recording created and/or licensed under these Terms of Use.
2. “Customer” shall mean a Licensee of a SONG or SONGS under these Terms of Use.
3. “Artist” shall mean an author or creator of a SONG or SONGS under these Terms of Use.
4. “You” shall mean Artist and/or any third party which visits the CUSTOM SONG Site.

B. CONSIDERATION
You agree that these terms of use are supported by valuable consideration, the receipt and adequacy of which are hereby acknowledged. Without limiting the foregoing, you acknowledge that such consideration includes your use of the CUSTOM SONG Site and the receipt of information and materials made available by the CUSTOM SONG Site.

C. MEMBERSHIP REGISTRATION AND SECURITY
You agree to provide and maintain accurate, complete, and current information about yourself as prompted by the CUSTOM SONG membership registration process. If you provide any information that does not satisfy these Terms of Use, or WE have reasonable grounds to suspect as much, WE have the right to suspend or terminate your account and/or membership and refuse to extend to you any future membership with CUSTOM SONG.

You agree that CUSTOM SONG has the unfettered right to reject your Application to participate in the CUSTOM SONG site.

You also agree to promptly notify CUSTOM SONG of any unauthorized use of your username, password, other account information, or any other breach of security that you become aware of involving or relating to the CUSTOM SONG Site. You also agree to exit from your account at the end of each session. You are responsible for all information uploaded from your account to the CUSTOM SONG SITE. WE explicitly disclaim liability for any and all losses and damages arising from your failure to comply with this section.

D. INTELLECTUAL PROPERTY OWNERSHIP; RESTRICTIONS ON USE
The CUSTOM SONG Site content including, without limitation, Songs, graphics, text, images, audio, video, designs, compilations, trade names, trademarks, service marks, domain names, source and object code, and all other materials related to the CUSTOM SONG Site (collectively “material”) are protected by United States Copyright Laws and International Treaty Provisions, State, Federal and International Trademark Laws and other State, Federal and International Intellectual Property Laws and rights and are the property of the CUSTOM SONG, its parent, subsidiaries, affiliates, or its licensors.

Except as expressly set forth in these Terms of Use or otherwise expressly granted to you in writing by CUSTOM SONG, no rights (either by implication, estoppel or otherwise) are granted to you. The copying, reproduction, rearrangement, sales, leasing, renting, distribution, redistribution, modification, downloading, exchanging, creating of derivative works, uploading, posting, transmitting, or publication by you, directly or indirectly, of the material, including the removal or alteration of advertising, except pursuant to the express limited grant of rights hereunder, is strictly prohibited.

E. ARTIST’S REPRESENTATIONS AND WARRANTIES

Artist warrant’s that he or she is at least eighteen (18) years old. Artist agrees to use his or her best efforts to create SONGS that are satisfactory to the Customer.

Artist agrees to maintain an availability schedule within his or her CUSTOM SONG account and Artist shall abide by the due dates and schedules set forth by CUSTOM SONG. All scheduled due dates are based on 11:59pm Eastern Standard Time on the date shown within the order. Artist agrees that if completion of a SONG is a day late, Artist shall forfeit 25% of his or her agreed upon fee. Artist agrees that if completion of a SONG is two to three days late, Artist shall forfeit 50% of his or her agreed upon fee. Artist agrees that if completion of a SONG is four to five days late, Artist shall forfeit 75% of his or her agreed upon fee. Artist agrees that if completion of a SONG is more than five days late, Artist shall forfeit his or her entire agreed upon fee.

Artist agrees that CUSTOM SONG shall pay Artist the agreed upon fee within thirty (30) days of successful completion of the SONG.

The Artist agrees that all SONGS shall, to the extent permitted by law, be considered a “Work made for hire” under the Copyright Laws of the United States and all rights of Authorship and ownership in the SONGS shall vest in CUSTOM SONG. Artist also hereby conveys, assigns and transfers the SONGS, solely and exclusively, to CUSTOM SONG, its successors and assigns, all right, title and interest, throughout the world, in and to the SONGS, and the copyrights in the SONGS, including, but not limited to, (a) the full and undivided ownership of all rights, including moral rights, in and under the copyright on the SONGS (including the right to sue for past infringement, as well as all rights conferred under United States copyright law and all subsequent amendments thereto, all rights conferred by other states, nations, countries, and territories throughout the world, and such other rights as may be conferred or created by law or international arrangement or convention in any part of the work), (b) the sole right to reproduce, adapt, and prepare derivative works, distribute, perform, and publicly display the SONGS, and (c) the right to assign or license, exclusively or non-exclusively, the SONGS; to have and to hold all of the rights stated in this paragraph unto CUSTOM SONG, its successors and assigns, for the full duration afforded by law for all such rights and any renewal or extensions thereof. In addition, this Assignment includes the automatic assignment and transfer of all copyright interests in the SONGS, solely and exclusively to CUSTOM SONG, as each portion of the SONGS is completed by Artist.

Artist hereby warrants that the SONGS created by Artist are wholly original and not published elsewhere, that the SONGS do not violate or infringe on the rights of others, that the SONGS were created and prepared solely by Artist or its employees, and not by an independent contractor, that the works will not constitute a defamation, or invasion of the right of privacy or publicity, or infringement of any other kind, of any third party, that Artist is the sole owner of all rights in and to any and all portions of the SONGS that the SONGS or any part thereof has not previously been licensed, sold, assigned, or transferred to another by Artist, and that Artist has full capacity, power and authority to make this Assignment.

Artist agrees that no SONGS may be created for more than one Customer. Artist agrees that all SONGS must be a minimum length of three minutes and shall be in the genre specified by the Customer. No SONGS shall have more than twenty-five consecutive seconds of music without lyrics and no more than a total of one minute of music without lyrics. Artist shall use appropriate language in all SONGS, unless expressly specified by the Customer.

F. USER GENERATED CONTENT AND COMMUNITY FORUMS
User generated content means information, content or materials including, without limitation, data, text, images, photographs, videos, audiovisual works, musical compositions (including lyrics), sound recordings, your and/or other persons' names, likenesses, voices, usernames, profiles, appearances, performances and/or other biographical information or material, and any other materials, ideas, concepts or suggestions, as well as links to data, text, images, photographs, videos, audiovisual works, musical compositions (including lyrics), sound recordings, your and/or other persons' names, likenesses, voices, usernames, profiles, appearances, performances and/or other biographical information or material, web pages and any other materials, ideas, concepts or suggestions, that you submit, post, transmit or otherwise send to the CUSTOM SONG Site.

“Community Forum” means a feature or area offered as part of the CUSTOM SONG Site that allows users of the CUSTOM SONG Site (1) to submit, display and/or view user-generated content and/or (2) to communicate, share or exchange user generated content with other users including, without limitation, a message board, a conversation page, instant and mobile messaging and social community environment.

You agree that if you submit, post, transmit or otherwise send US any user generated content, you hereby grant US (and OUR licensees, distributors, agents, representatives and other authorized users), without the requirement of any permission from or payment to you (with the exception of the agreed upon fee) or to any other person or entity, a perpetual, non-exclusive, irrevocable, fully-paid, sub-licensable and transferable worldwide license to use, re-use, reproduce, transmit, print, publish, display, exhibit, distribute, re-distribute, copy, host, store, cache, archive, index, categorize, comment on, broadcast, stream, edit, alter, modify, adapt, translate, create derivative works based upon and publicly perform such user generated content, in whole or in part, in all media formats and channels now known or hereafter devised (including, without limitation, on the CUSTOM SONG Site and on third party web sites) for any and all purposes including, without limitation, news, advertising, promotional, marketing, publicity, trade or commercial purposes, all without further notice to you and with or without attribution.

You acknowledge that any user generated content that you submit, post, transmit or otherwise send to the CUSTOM SONG Site by way of any Community Forum may be routed through the Internet and may be viewed by the general public. You acknowledge you have no expectation of privacy with regard to any such user generated content.

You acknowledge that any user generated content that you submit, post or otherwise send to the CUSTOM SONG Site by way of any Community Forum is truthful and factual. You are and shall remain solely responsible for the user generated content submitted under your username or otherwise by you in any Community Forum and for the consequences of submitting and posting the user generated content. You acknowledge that the use of user generated content posted in any Community Forum is at your own risk. WE are not responsible for, and CUSTOM SONG does not endorse, the opinions, advice or recommendations posted by users in any Community Forum and WE specifically disclaim any and all liability in connection therewith.

CUSTOM SONG reserves the right to screen, refuse to post, remove or edit user generated content at any time and for any reason without prior notice, although WE have no duty to do so or to monitor any Community Forum. If CUSTOM SONG chooses, in its sole discretion, to screen user generated content, there may be a delay in the posting of such content in a Community Forum to allow for a review process. If WE have questions about your user generated content including, without limitation, the copyright, WE may contact you for further information.

Information obtained in a Community Forum may not be reliable. CUSTOM SONG cannot be responsible for the accuracy of any user generated content contained in a Community Forum, and WE shall not be responsible for any trading, investment, or any other decisions made or actions taken or not taken based on such information or content.

You acknowledge that CUSTOM SONG may disclose material or content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (1) comply with a legal process, (2) enforce these Terms of Use, or (3) respond to any claims that the material or content violates the rights of third parties.

G. ACCEPTABLE USES
The following is a list of rules applicable to the CUSTOM SONG Site. By using the CUSTOM SONG Site, you agree that:
1. You will not submit, upload, distribute, send or otherwise make available or transmit any user generated content that: (i) is libelous, defamatory, abusive, threatening, harassing or that could be deemed constitute an invasion of a right of privacy of another person; (ii) is hateful or offensive; (iii) is violent, vulgar, obscene or sexually oriented; (iv) is illegal or encourages illegal activity; (v) infringes or violates any right of a third party or any domestic or international law, rule or regulation including, but not limited to, copyright, patent, trademark, trade secret or other proprietary or contractual rights; right of privacy or publicity; or any confidentiality obligation; or (vi) does not otherwise comply with these terms of use;
2. You own or possess the necessary rights, without the need for any permission from or payment to any other entity or person, to use, and to authorize US to use, distribute or otherwise exploit in all manners permitted by these terms of use all copyrights, trademarks, patents, trade secrets, privacy and publicity rights and/or other proprietary rights contained in any user generated content that you submit, upload, distribute, send or otherwise make available or transmit to US;
3. The CUSTOM SONG Site is to be used by you for the sole purpose of creating, and delivering to the Customer, the SONGS which have been specifically authorized by CUSTOM SONG and Artist agrees that all other commercial uses of the Site are strictly prohibited unless prior written consent from CUSTOM SONG has been granted;
4. Artist agrees the SONGS created by Artist shall only be referenced or shared with third parties by providing a direct link to Artist’s portfolio located on the CUSTOM SONG site or by providing a direct link to the CUSTOM SONG web page where the SONG is located.
5. Artist agrees that he or she will not use any Customer’s or user’s or member’s information, personal or otherwise, for any purpose not authorized by these terms of use unless prior written consent from CUSTOM SONG has been granted;
6. Artist agrees that all communications between Artist and Customer shall be professional and appropriate. The Artist shall act as a representative of CUSTOM SONG and shall not share any contact information, personal information or band information with the Customer.
7. You will not submit, upload, distribute, or otherwise make available or transmit any software or other computer files that contain a virus or other harmful component, or otherwise impair or damage the CUSTOM SONG Site or otherwise interfere with any person or entity's use of the CUSTOM SONG Site;
8. You will not impersonate any person or entity or misrepresent your identity or affiliation with any person or entity;
9. You will not use the CUSTOM SONG Site to engage in unauthorized advertising, chain letters, junk mail, pyramid schemes, spamming, solicitations (commercial or non-commercial), bulk communications, or other disruptive or destructive acts;
10. You will not delete any legal notices, disclaimers or proprietary notices such as copyright or trademark symbols, or modify any logos that you do not own or have express permission to modify;
11. You will not engage in, or attempt to engage in, any criminal activity including, without limitation, child pornography, stalking, sexual assault, fraud, trafficking in obscene or stolen material, drug dealing, harassment, theft, and conspiracy to commit any criminal activity;
12. You will not send e-mails or messages using an automated program;
13. You will not submit, upload, distribute, send or otherwise make available or transmit any user generated content or make statements in any Community Forum that do not pertain to the designated topic or theme of CUSTOM SONGS or the SONGS; and
14. You will not submit, upload, distribute, send or otherwise make available or transmit (or attempt to submit, post, upload, distribute or otherwise attempt to make available or transmit) any user generated content in violation of a Community Forum's restrictions including, but not limited to, its age restrictions, procedures and/or these terms of use.

CUSTOM SONG cannot and does not assure that other users are or will be complying with the foregoing rules or any other provisions of these terms of use. As between you and CUSTOM SONG, you hereby assume all risk of harm or injury resulting from any such lack of compliance.

H. LINKS TO OTHER WEB SITES
The CUSTOM SONG Site may contain hyperlinks to other web sites ("other sites"). If you use the hyperlinks to access these other sites, you will leave the CUSTOM SONG Site and your browser will be re-directed to the other sites. The other sites may have their own terms of use or service and privacy policy and those other sites may have different practices and requirements than the CUSTOM SONG Site. WE may not have knowledge of, and are not responsible for, the content or material presented by any other site. As such, CUSTOM SONG does not warrant or make any representation regarding the authenticity, accuracy or legality of content or material presented by other sites. The hyperlinks to other sites do not constitute an endorsement by CUSTOM SONG of any other site or resources, or their content or material. The CUSTOM SONG Site is only providing these links as a convenience to you.

I. DISCLAIMER
THE INFORMATION AND MATERIALS ON THE CUSTOM SONG SITE ARE PROVIDED "AS IS" AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. WE do not warrant that the functions contained in information and materials on the CUSTOM SONG Site will be uninterrupted or error-free, that defects will be corrected, or that the CUSTOM SONG site or the servers that make such information and materials available are free of viruses or other harmful components. Moreover, you assume the entire cost of all necessary servicing, repair or correction. WE do not warrant or make any representations regarding the use or the results of the use of any information, materials, products or services contained on or offered, made available through, or otherwise related in any way to the CUSTOM SONG Site or any third party sites or services linked to from the CUSTOM SONG Site in terms of their correctness, accuracy, completeness, reliability, safety or otherwise. Applicable law may not allow the exclusion of implied warranties, so the above exclusion may not apply to you.

CUSTOM SONG disclaims any responsibility for the accuracy, completeness or availability of information and materials found on the Sites that link to or from the CUSTOM SONG Site. WE cannot ensure that you will be satisfied with any products or services that you purchase from a third-party site that links to or from the CUSTOM SONG Site or third-party information, content or materials contained on OUR sites (including, without limitation, user generated content contained in the Public or Community Forums).

WE DO NOT ENDORSE ANY OF THE MERCHANDISE, NOR HAVE WE TAKEN ANY STEPS TO CONFIRM THE ACCURACY, COMPLETENESS OR RELIABILITY OF, ANY OF THE INFORMATION, CONTENT OR MATERIALS CONTAINED ON ANY THIRD-PARTY SITE. WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES AS TO THE SECURITY OF ANY INFORMATION, CONTENT OR MATERIALS (INCLUDING, WITHOUT LIMITATION, CREDIT CARD AND OTHER PERSONAL INFORMATION) YOU MIGHT BE REQUESTED TO GIVE TO ANY THIRD PARTY. YOU HEREBY IRREVOCABLY WAIVE ANY CLAIM AGAINST US WITH RESPECT TO INFORMATION, CONTENT AND MATERIALS CONTAINED ON THE CUSTOM SONG SITE (INCLUDING, WITHOUT LIMITATION, USER GENERATED CONTENT), ON THIRD PARTY SITES, AND ANY INFORMATION, CONTENT AND MATERIALS YOU PROVIDE TO SUCH THIRD PARTY SITES (INCLUDING, WITHOUT LIMITATION, CREDIT CARD AND OTHER PERSONAL INFORMATION).

J. INDEMNIFICATION
You are entirely responsible for maintaining the confidentiality of your password(s), and your account(s), as well as all activities that occur under your account. You hereby agree to indemnify, defend, and hold US, OUR licensors, licensees, distributors, agents, representatives and other authorized users, and each of the foregoing entities' respective resellers, distributors, service providers and suppliers, and all of the foregoing entities' respective officers, directors, owners, employees, agents, representatives and assigns (collectively, the "Indemnified Parties") harmless from and against any and all losses, damages, liabilities and costs (including, without limitation, settlement costs and any legal or other fees and expenses for investigating or defending any actions or threatened actions) incurred by the Indemnified Parties in connection with any claim arising out of any breach by you of these Terms of Use or claims arising from your account. You shall use your best efforts to cooperate with US in the defense of any claim. WE reserve the right, at OUR own expense, to employ separate counsel and assume the exclusive defense and control of any matter otherwise subject to indemnification by you.

K. LIMITATION OF LIABILITY
Under no circumstances, including, but not limited to, negligence, shall WE be liable to you or any other person or entity for any direct, indirect, incidental, special or consequential damages including, without limitation, lost profits, personal injury (including death) and property damage of any nature whatsoever, that result from (1) the use of, or the inability to use, the CUSTOM SONG Site or content, materials or functions on the Site, or (2) the conduct or actions, whether online or offline, of any user of the CUSTOM SONG site or any other person or entity, even if WE have been advised of the possibility of such damages. In no event shall OUR total liability to you for all damages, losses and causes of action whether in contract, tort (including, but not limited to, negligence) or otherwise exceed the amount paid by you, if any, or $100 (whichever is less) for accessing or participating in any activity related to the CUSTOM SONG site.

Moreover, under no circumstances shall CUSTOM SONG, OUR licensors and licensees, or any of the foregoing entities' respective resellers, distributors, service providers and suppliers be held liable for any delay or failure in performance resulting directly or indirectly from an act of force majeure or causes beyond OUR or their reasonable control including, without limitation, acts of god, war, equipment and technical failures, electrical power failures or fluctuations, strikes, labor disputes, riots, civil disturbances, shortages of labor or materials, natural disasters, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, or any reasons beyond the reasonable control of US or OUR licensors and licensees, or any of the foregoing entities' respective resellers, distributors, service providers and suppliers.

You further acknowledge and agree that neither WE, OUR licensors and licensees, nor any of the foregoing entities' respective resellers, distributors, service providers and suppliers are responsible or liable for (1) any incompatibility between the CUSTOM SONG Site and any web site, service, software or hardware or (2) any delays or failures you may experience with any transmissions or transactions relating to the CUSTOM SONG Site in an accurate or timely manner.

The limitations, exclusions and disclaimers in this section and elsewhere in these terms of use apply to the maximum extent permitted by applicable law. Applicable law may not allow the limitation or the exclusion, limitation, or disclaimer liability for the certain provisions set forth in these terms of use, so such exclusions, limitations or disclaimers may not apply to you.

L. JURISDICTIONAL AND VENUE
You agree that any action at law or in equity arising out of or relating to these terms of use shall be filed, and that venue properly lies, only in the Circuit or County Court of Hillsborough County, Florida, or in the United States District Court for the Middle District of Florida and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. You agree to waive trial by jury with respect to any dispute relating to these Terms of Use. You agree, the prevailing party shall be entitled to recover reasonable attorneys’ fees and other costs incurred in that claim, action or proceeding, in addition to any other relief. You agree that you access the CUSTOM SONG Site on your own initiative and are responsible for compliance with all applicable laws including, but not limited to, any applicable local laws.

M. TERMINATION
These Terms of Use are effective until terminated by either you or US. Artist may terminate these Terms of Use by (1) notifying us of such termination by sending notice of such termination by United States mail, postage pre-paid to Custom Song, LLC 11007 Indian Oaks Drive Tampa, Florida 33625; (2) discontinuing use of the CUSTOM SONG Site and returning all materials obtained from the CUSTOM SONG Site to CUSTOM SONG, and (3) completing all ordered SONGS prior to termination.

Artist agrees that in the event, Artist terminates these Terms of Use without completing all ordered SONGS, Artist may be liable for the fees required to complete the SONGS by a different Artist. CUSTOM SONG shall have the unfettered right to immediately terminate an Artist’s rights under these Terms of Use by giving written notice to the Artist.

Upon termination of the agreement, all of your rights under these Terms of Use shall forthwith terminate and immediately revert to CUSTOM SONG and you shall immediately discontinue all use of the SONGS and materials at no cost whatsoever to CUSTOM SONG.

N. GENERAL PROVISIONS
These terms of use shall be governed by and construed in accordance with the laws of the State of Florida and the laws of the United States, without giving effect to any principles of conflicts of law. If any provision of these terms of use shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these terms of use and shall not affect the validity and enforceability of any remaining provisions. No waiver of any provision of these terms of use by US shall be deemed a further or continuing waiver of such provision or any other provision, and OUR failure to assert any right or provision under these terms of use shall not constitute a waiver of such right or provision. You agree that any cause of action arising out of or related to the CUSTOM SONG Site must commence within one (1) year after the cause of action accrues; otherwise, such cause of action shall be permanently barred.

Nothing contained in these Terms of Use shall constitute this arrangement to be employment, a joint venture or a partnership.

O. ADDITIONAL DOCUMENTS
You agree to execute any documents reasonably requested by CUSTOM SONG to effect any of the provisions of these Terms of Use.

P. CLAIMS OF COPYRIGHT INFRINGEMENT
If you believe that your work has been copied in a way that constitutes copyright infringement, please provide the following CUSTOM SONG copyright agent the following information required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.C. § 512: (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 copyright 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 information reasonably sufficient to permit us to locate the material; (4) information reasonably sufficient to permit us to contact the complaining party; (5) a statement that the complaining party has 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 the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

CUSTOM SONG's copyright agent for notice of claims of copyright infringement on or regarding the CUSTOM SONG Site can be reached via the contact us page of this website.