Terms And Conditions

Effective April 15, 2006

This document (the "Agreement") is a legal contract between you and ShakerLoops  that governs your use of ShakerLoops's services available at www.shaker-loops.com (together the "Service"). The terms below will apply to you if you download sales service.
NOTICE
ShakerLoops may from time to time modify these terms. If you do not agree to (or cannot comply with) the Agreement as amended, your only remedy is to stop using the Service. You will be deemed to have accepted the Agreement as amended if you continue to use the Service after any amendments are posted.

Age Requirement

You must be at least 18 years of age to agree to and enter into this Agreement on your own behalf and to register for use of the Service. If you are under 18 but at least 13 years of age, you must present this Agreement to your parent or legal guardian, and he or she must enter into this Agreement on your behalf. Children under the age of 13 may not register for this Service, and parents or legal guardians may not register on their behalf. By using our service indicating your acceptance to this Agreement, you represent that (i) you have read, understood and agree to be bound by this Agreement and (ii) you are at least 18 years old, either entering into this Agreement for yourself or entering on behalf of your child or a child in your legal care. If you are a parent or guardian entering this Agreement for the benefit of your child, please be aware that you are fully responsible for his or her use of the Service, including all financial charges and legal liability that he or she may incur. If you do not agree to (or cannot comply with) any of these terms and conditions, do not use the Service.

Description Of Service

The Service allows you to listen to Samples (as defined below) and obtain downloads of sound recordings ("Tracks") and related digital content ("Materials"). You are responsible for any hardware, systems and/or software program(s) you use and any associated fees and expenses (a) to connect to or use the Internet, and/or (b) other than the Client, to use any Materials. The Service, the Tracks and/or the Materials (including any ShakerLoops promotional offers or codes redeemable for the Service, the Tracks and/or the Materials) are only for your personal use and are non-transferable (except as otherwise expressly authorized by ShakerLoops).

Use Of Tracks And Materials

The Tracks and Materials are owned by ShakerLoops, its business partners, affiliates and/or licensors, as applicable, and are protected by intellectual property laws. You agree that the content rights holders that license their musical or other content to ShakerLoops for use in the Service are intended third-party beneficiaries under this Agreement with the right to enforce the provisions that directly concern their content. You understand that your use of the Tracks and Materials is subject to the Usage Rules discussed below. You may not authorize, encourage or allow any Tracks or Materials used or obtained by you to be reproduced, modified, displayed, performed, transferred, distributed or otherwise used by anyone else. You agree to advise ShakerLoops promptly of any such unauthorized use(s).
Usage Rules. Your access to and/or use of any Track(s) will be limited by the rules assigned to the Track(s) by ShakerLoops ("Usage Rules") and described in this section. You may not attempt (or support others' attempts) to circumvent, reverse engineer, decrypt, or otherwise alter or interfere with any Usage Rules or Tracks. ShakerLoops reserves the rights to modify the Usage Rules at any time.

A "Sample" is a portion of a Track or, in some cases, an entire Track or promotional music video that you can play (and, if applicable, view) directly from and while you are logged on to the Service on a promotional basis at no cost to you. You may play as many Samples as you like. You may not attempt (or support others' attempts) to capture, copy, or download a Sample.

A "Purchased Track" is a Track that you may (1) save to the hard drives of up to three (3) of your personal computers and play back at any time, (2) burn to a CD and/or (3) transfer to a compatible portable device. Any security technology that is provided with a Purchased Track is an inseparable part of it. If you have Purchased Tracks, it is your responsibility not to lose, destroy or damage them. ShakerLoops shall have no liability to you in the event of any such loss, destruction, or damage. You may purchase Tracks on an individual basis and you may also be offered the ability to purchase Tracks in groups (called "Track Packs"), sometimes at discounted pricing. If you purchase a Track Pack, you will be credited for the number of Tracks that were included and you will then be able to use those credits towards future Track purchases but only for up to one year from the time that you purchased the Track Pack.

You may burn each Purchased Track to a CD an unlimited number of times. Once you have burned a Purchased Track to a CD, you agree not to copy, distribute, or transfer the track from that CD to any other media or device.

You may transfer a Purchased Track an unlimited number of times to two (2) portable devices that are compatible with the Service's Usage Rules and security requirements. Once you have transferred a Purchased Track to a compatible portable device, you agree not to copy, distribute, or transfer it from that device to any other media or device.

The burning or transfer capabilities provided for herein shall not operate to waive or limit any rights of the copyright owners in Tracks or Materials or any works embodied in them.

All rights not expressly granted to you in this Agreement are reserved to ShakerLoops and/or its licensors.

Loss of Rights by ShakerLoops. ShakerLoops may at any time lose the right to make certain Tracks and/or Materials available. In such event, you will no longer be able to obtain these Tracks and/or Materials or to utilize the "Sync/Restore" function for Purchased Tracks.

Delivery of Products. On occasion, technical problems may delay or prevent delivery of Purchased Tracks and Materials to you. Your sole remedy with respect to Purchased Tracks and any Materials that are not delivered will be either replacement of such products or refund of the price paid for such content, at ShakerLoops's discretion.

Customer Support. Please direct any questions concerning the Client, the Service, billing and/or Usage Rules to a ShakerLoops customer service representative by clicking here.

Monitoring Public Areas. The Service may have features that allow you to exchange messages with other members (via "Public Areas"). The text of any NMS message is also considered to be a "Public Area." ShakerLoops may, but is not obliged to, restrict your use of NMS, monitor any activity or edit or remove content in Public Areas, or restrict access by other members to your NMS messages. ShakerLoops takes no responsibility and assumes no liability for any content, materials, messages and the like that you or any other member posts to or views in a Public Area or makes available via a "Public Profile," or sends to or receives from another member over NMS or an instant messenger system. You agree to indemnify and hold harmless ShakerLoops, its partners, parents, subsidiaries, agents, affiliates and/or licensors, as applicable, from and against all claims resulting from content, messages, materials and the like that you post to any Public Area, including by sending via NMS.

Restrictions. You may not use the Service, including NMS, to transmit, display, perform or otherwise make available any messages, content or materials (i) that are illegal, obscene, threatening, of a "spamming" nature, defamatory, or invasive of privacy; (ii) that constitute political campaigning or commercial solicitation or that contain software viruses or other computer code designed to interfere with the functionality of any computer systems; or (iii) that infringe third-party rights or harm minors in any way. You may not interfere with or disrupt the Service or any networks connected to or by the Service. In addition, you may not use a false email address or otherwise mislead other members as to your identity or to the origin of a message or content. By posting messages, inputting data, or engaging in any other form of communication through the Service, you agree that ShakerLoops may copy, sublicense, adapt, transmit, publicly perform or display any such content to provide and/or promote the Service and/or to respond to any legal requirement, claim or threat. If ShakerLoops's use of such content exploits any proprietary rights you may have in such material, you agree that ShakerLoops has an unrestricted, royalty-free, non-exclusive and perpetual worldwide right do so. You agree that any loss or damage of any kind that occurs as a result of the use of any messages, content or material that you upload, post, transmit, display or otherwise make available through your use of the Service is solely your responsibility.

Charges / Billing

Agreement to Pay. You agree to pay for all Tracks and Materials that you purchase through the Service and ShakerLoops may charge your billing payment method for any such payment(s). ShakerLoops may, in its discretion, post charges to your billing payment method individually or may aggregate your charges with other purchases you make on the Service. You are responsible for keeping your account secure and confidential and you will be responsible for any charges that are incurred by any person through your account. All charges will be billed to the billing payment method you designate when you first make a purchase or incur a charge. If any of your billing information changes, you must inform ShakerLoops immediately.

Right to Change Prices. All prices for products within the Service are subject to change by ShakerLoops at any time.

Taxes. Prices quoted are generally inclusive of any applicable taxes, including sales taxes. ShakerLoops reserves the right to change this policy at any time.

Electronic Contracts. You agree that any submissions you make for electronic purchases constitute your intent and agreement to be bound by the terms of and to pay for such purchases. To the extent that such electronic purchases are offered to you by a third party, you acknowledge that ShakerLoops shall not be responsible or liable to you for the products or services purchased.

Copyright Information

General. As noted above, the Service, the Tracks and the Materials contain and/or comprise copyrighted or other proprietary subject matter, and your use of them is governed by this Agreement, certain end-user license agreements, and applicable law.

Notices

ShakerLoops respects the intellectual property rights of others, and it expects you to do the same. If you know of or suspect that any use of the Service, Tracks and/or Materials constitutes copyright infringement, please send a notice to ShakerLoops by email by clicking here.

Patent And Trademark

All trademarks, service marks, trade names, slogans, logos, and other indicia of origin that appear on or in connection with the Service are the property of ShakerLoops and/or its affiliates, licensors and/or licensees. You may not copy, display or use any of these marks without prior written permission of the mark owner. The Service (and portions of it) may be protected under patent law and may be the subject of issued patents and/or pending patent applications.

Violation Of Intellectual Property Rights

If ShakerLoops receives a notice alleging that you have engaged in behavior that infringes ShakerLoops's or other's intellectual property rights or reasonably suspects the same, ShakerLoops may suspend or terminate your order without notice to you. If ShakerLoops suspends or terminates your order under this paragraph, it shall have no liability or responsibility to you, including for any amounts that you have previously paid.

Promotions And Advertising

ShakerLoops and/or its business partners may present advertisements or promotional materials on or through the Service. Your participation in any promotional event is subject to the terms and conditions associated with that event. Your dealings with, or participation in promotions of, any third-party advertisers on or through the Service are solely between you and such third-party. You agree that ShakerLoops shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such third parties on the Service.

Links To Third-Party Sites

The Service may present links to third-party websites not owned or operated by ShakerLoops. ShakerLoops is not responsible for the availability of these sites or their contents. You agree that ShakerLoops is not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of or reliance on any content of any such site or goods or services available through any such site.

Modifications To Service

ShakerLoops reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice to you, without any liability to you or to any third party.

Remedies

You agree that any unauthorized use of the Service, the Tracks, the Materials or any related software or materials would result in irreparable injury to ShakerLoops and/or its affiliates or licensors for which money damages would be inadequate, and in such event ShakerLoops, its affiliates and/or licensors, as applicable, shall have the right, in addition to other remedies available at law and in equity, to immediate injunctive relief against you. Nothing contained in this Agreement shall be construed to limit remedies available pursuant to statutory or other claims that ShakerLoops, its affiliates and/or licensors may have under separate legal authority.

Indemnity

You agree to indemnify and hold harmless ShakerLoops and its agents, employees, representatives, licensors, affiliates, parents and subsidiaries from and against any and all claims, losses, demands, causes of action and judgments (including attorneys' fees and court costs) arising from or concerning your breach of this Agreement and your use of the Service, the Tracks or the Materials and to reimburse them on demand for any losses, costs or expenses they incur as a result thereof.

Termination

ShakerLoops may in its sole discretion terminate this Agreement at any time without notice to you in the event that you breach (or ShakerLoops reasonably suspects that you have breached) any provision of this Agreement. If ShakerLoops terminates this Agreement for any of the reasons set forth in this paragraph, it shall have no liability or responsibility to you, and ShakerLoops will not refund any amounts that you have previously paid.

You understand and agree that your cancellation of your account and Service membership is your sole right and remedy with respect to any dispute with ShakerLoops.

Disclaimers

You understand and agree that your use of the Service, Tracks and the Materials is at your own sole risk. THE SERVICE, TRACKS AND MATERIALS (THE "PRODUCTS") ARE PROVIDED "AS IS" AND WITHOUT WARRANTY BY SHAKERLOOPS OR ITS AGENTS, EMPLOYEES, PARENTS, SUBSIDIARIES, AFFILIATES, LICENSORS, BUSINESS PARTNERS AND/OR SUPPLIERS (THE "SHAKERLOOPS ENTITIES"), AS APPLICABLE, AND, TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, THE SHAKERLOOPS ENTITIES EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTY OF NONINFRINGEMENT. THE SHAKERLOOPS ENTITIES DO NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE PRODUCTS WITH RESPECT TO PERFORMANCE, ACCURACY, RELIABILITY, SECURITY CAPABILITY OR OTHERWISE. YOU WILL NOT HOLD ANY SHAKERLOOPS ENTITY RESPONSIBLE FOR ANY DAMAGES THAT RESULT FROM YOU ACCESSING (INCLUDING ANY SOFTWARE OR SYSTEMS YOU USE TO ACCESS) THE SERVICE OR USING THE PRODUCTS INCLUDING, BUT NOT LIMITED TO, DAMAGE TO ANY COMPUTER, SOFTWARE OR SYSTEMS OR PORTABLE DEVICES YOU USE TO ACCESS THE SAME . NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY ANY PERSON SHALL CREATE A WARRANTY IN ANY WAY WHATSOEVER RELATING TO ANY OF THE SHAKERLOOPS ENTITIES.

SHAKERLOOPS MAKES NO WARRANTY THAT ANY PARTICULAR CD BURNER OR PORTABLE DEVICE WILL BE COMPATIBLE WITH ANY CD BURNED WILL FUNCTION IN ALL CD PLAYERS. IT IS YOUR SOLE RESPONSIBILITY TO ENSURE THAT YOUR SYSTEM(S) WILL FUNCTION CORRECTLY.

UNDER NO CIRCUMSTANCES SHALL ANY SHAKERLOOPS ENTITY BE LIABLE FOR ANY UNAUTHORIZED USE OF THE SERVICE, TRACKS AND/OR MATERIALS.

UNDER NO CIRCUMSTANCES SHALL ANY SHAKERLOOPS ENTITY BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, AND THE LIKE) ARISING OUT OF THE USE OR INABILITY TO USE THE PRODUCTS, EVEN IF THE SHAKERLOOPS ENTITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT THAT IN A PARTICULAR CIRCUMSTANCE ANY DISCLAIMER OR LIMITATION ON DAMAGES OR LIABILITY SET FORTH HEREIN IS PROHIBITED BY APPLICABLE LAW, THEN, INSTEAD OF THE PROVISIONS HEREOF IN SUCH PARTICULAR CIRCUMSTANCE, THE SHAKERLOOPS ENTITIES SHALL BE ENTITLED TO THE MAXIMUM DISCLAIMERS AND/OR LIMITATIONS ON DAMAGES AND LIABILITY AVAILABLE AT LAW OR IN EQUITY BY SUCH APPLICABLE LAW IN SUCH PARTICULAR CIRCUMSTANCE, AND IN NO EVENT SHALL SUCH DAMAGES OR LIABILITY EXCEED US$10.

Law And Legal Notices

This Agreement and any other terms or documents referred to herein represent your entire agreement with ShakerLoops with respect to your use of the Service. If any part of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. The laws of the State Berlin (Germany), excluding its conflicts of law rules, govern this Agreement and your use of the Service, the Tracks and the Materials. You expressly agree that the courts in the State of Berlin (Berlin, Germany), have exclusive jurisdiction over any claim or dispute with ShakerLoops or relating in any way to your account or your use of the Service, the Tracks, the Materials and the Client. You further agree and expressly consent to personal jurisdiction over you in the federal and state courts in Berlin (Berlin, Gemany) in connection with any such dispute including any claim involving ShakerLoops or its partners, parents, licensors, affiliates, subsidiaries, employees, contractors, officers, directors or suppliers.

Service Addendum

A "Download" is a Track that you may save to the hard drive of your personal computer and play back as many times as you want for so long as your subscription is current. You may not share Downloads with anyone else.

Agreement to Pay. By completing the order, you authorize ShakerLoops to charge applicable fees to your designated billing payment method. If ShakerLoops is unable to charge your billing payment method for an installment, ShakerLoops may: (i) immediately suspend or terminate your ShakerLoops order, (ii) seek collection of the outstanding amount owed under the subscription plan and/or (iii) seek legal action against you for breach of this Agreement.

Right to Change Order Fees. All fees are subject to change on a prospective basis upon notice from ShakerLoops. If you do not accept the new fees, you should terminate your order immediately.