Please
read these Terms of Use ("Agreement" or "Terms of Use")
carefully before using the services offered by Muzicard
("Company," “we,” “us,” or “our”). This agreement sets forth the
legally binding terms and conditions for your use of the website at www.muzicard.com
(the "Site") and the service owned and operated by Company, including
any software or mobile applications offered or published by Company
(collectively with the Site, the "Service"). By using the Site or
Service in any manner, including but not limited to visiting, browsing, using
the Site, you agree to be bound by these Terms of Use. These Terms of Use apply
to all users of the Site or Service, including users who are also contributors
of content, information, and other materials or services on the Site.
The
Service is offered subject to acceptance without modification of all of the
terms and conditions contained herein, which Terms of Use also incorporate the
Privacy Policy available at www.muzicard.com/privacy, the Copyright Policy
available at www.muzicard.com/copyright, and all other operating rules,
policies and procedures that may be published from time to time on the Site or
Service by Company, each of which is incorporated by reference into these Terms
of Use and each of which may be updated by Company from time to time without
prior notice to you. In addition, some services offered through the Service may
be subject to additional terms and conditions promulgated by Company from time
to time; your use of such services is subject to those additional terms and
conditions, which are incorporated into these Terms of Use by this reference.
Your use of the Service is also pursuant to the terms of use applicable to each
platform used in connection with the Service.
If you
are using or opening an account on behalf of a company, entity or organization
(including, but not limited to, a recording label) (each an “Artist Entity”),
then you represent and warrant that you: (i) are an
authorized representative of that Artist Entity and any recording artists
represented by such Artist Entity (a “Represented Artist”) with the authority
to bind such Artist Entity or Represented Artist to these Terms of Use and (ii)
agree to be bound by these Terms of Use on behalf of such Artist Entity and/or
Represented Artist.
The
Service is available to individuals 18 or over, or those users who are at least
13 years old and have obtained the consent of their parent or guardian to use
the Service. You represent and warrant that if you are an individual, then you
are of legal age to form a binding contract, and that all registration
information you submit is accurate and truthful. Company may, in its sole
discretion, refuse to offer the Service to any person or entity and change its
eligibility criteria at any time. This provision is void where prohibited by
law and the right to access the Service is revoked in such jurisdictions.
Company
reserves the right, at its sole discretion, to modify or replace any of the
terms in these Terms of Use, or change, suspend, or discontinue the Service
(including without limitation, the availability of any feature, database, or
content) at any time by posting a notice on the Site or by sending you an
e-mail. Company may also impose limits on certain features and services or
restrict your access to parts or all of the Service without notice or
liability. It is your responsibility to check these Terms of Use periodically
for changes. Your continued use of the Service following the posting of any
changes to these Terms of Use constitutes acceptance of those changes.
Notwithstanding the preceding sentences of this section, no modifications to
these Terms of Use will apply to any dispute between you and Company that arose
prior to the date of such modification.
As a
condition of use, you promise not to use the Service for any purpose that is
prohibited by these Terms of Use. The Service (including, without limitation,
any Content (as defined below)) is provided only for your own personal,
non-commercial use (except with respect to individual recording artists,
collections of recording artists, Artist Entities or Represented Artists (each,
an “Artist”) selling Music, Merchandise or other Content (each as defined
below) as authorized through the Service). You are responsible for all of your
activity in connection with the Service. For purposes of these Terms of Use,
the term “Content” includes, without limitation, any User Submissions, videos,
audio clips, information, data, text, photographs, software, scripts, graphics,
and interactive features generated, provided, or otherwise made accessible by
Company or its partners on or through the Service. “User Submissions” include
any text, files, images, photos, video, sounds, musical works, works of
authorship, applications, or any other materials that you post on or through
the Service. By way of example, and not as a limitation, you shall not (and
shall not permit any third party to either (a) take any action or (b) upload,
download, post, submit or otherwise distribute or facilitate distribution of
any content on or through the Service, including without limitation any User
Submission, that:
Additionally,
you shall not: (i) take any action that imposes or
may impose (as determined by Company in its sole discretion) an unreasonable or
disproportionately large load on Company’s (or its third party providers’)
infrastructure; (ii) interfere or attempt to interfere with the proper working
of the Service or any activities conducted on the Service; (iii) bypass any
measures Company may use to prevent or restrict access to the Service (or other
accounts, computer systems or networks connected to the Service); (iv) run Maillist, Listserv, any form of auto-responder or “spam” on
the Service; or (v) use manual or automated software, devices, or other
processes to “crawl” or “spider” any page of the Site.
You
shall not (directly or indirectly): (i) decipher,
decompile, disassemble, reverse engineer or otherwise attempt to derive any
source code or underlying ideas or algorithms of any part of the
Service, including to compete, directly or indirectly, with the Service,
except to the limited extent applicable laws specifically prohibit such
restriction, (ii) modify, translate, or otherwise create derivative works of
any part of the Service, or (iii) copy, rent, lease, distribute, or
otherwise transfer any of the rights that you receive hereunder, or (iv)
compete, whether directly or indirectly, with the Service. You shall abide by
all applicable local, state, national and international laws and regulations.
Company
does not guarantee that any Content or User Submissions will be made available
on the Site or through the Service. Company has no obligation to monitor the
Site, Service, Content, or User Submissions. However, Company reserves the
right to (i) remove, edit or modify any Content in
its sole discretion, including without limitation any User Submissions, from
the Site or Service at any time, without notice to you and for any reason
(including, but not limited to, upon receipt of claims or allegations from
third parties or authorities relating to such Content or if Company is concerned
that you may have violated these Terms of Use), or for no reason at all and
(ii) to remove or block any User Submissions from the Service.
Company
reserves the right to investigate and take appropriate legal action against
anyone who, in Company's sole discretion, violates this provision, including,
without limitation, terminating your account and/or reporting such activity or
Content to law enforcement authorities.
Fan Personal Information — Fans
As a
condition to using certain features of the Service (including, without
limitation, making a purchase from Company or an Artist), you may be required
to provide certain personal information to Company or relevant Artists, such as
your e-mail address, country of residence and zip/postal code.
You may
register with the Company as a fan and create a user account (“Fan Account”),
which will allow you to access certain features of the Service that are only
available through Fan Accounts, including your history of purchases of Music
along and information that you choose to share about yourself.
As a
condition to each such Artist’s right to receive such Fan Information, Company
requires each Artist to agree to the terms set forth in the next section of
this Agreement. However, you acknowledge that Company has no control over the
use of the Fan Information by the Artists, and you further acknowledge and
agree that Company shall not be responsible or liable, directly or indirectly,
for any damage or loss caused or alleged to be caused by or in connection with
the Artists’ use of such Fan Information.
In
connection with certain features of the Service, including by requiring that
fans provide you with their e-mail addresses and other personal information in
order to purchase Music, you may collect certain types of Fan Information. As a
condition to receiving such Fan Information, you acknowledge and agree that you
will not disclose, rent, or sell any Fan Information to any third party, and
you will use the Fan Information only in order to provide fans with general
information and news about the Artist, such as upcoming shows, new Music or
other Content.
You may
browse the Site and view Content without registering, but as a condition to
using certain aspects of the Service, you may be required to register with
Company and select a password and screen name (“User ID”). You shall provide
Company with accurate, complete, and updated registration information. Failure
to do so shall constitute a breach of these Terms of Use, which may result in
immediate termination of your Company account. You shall not (i) select or use as a User ID or domain name of another
person with the intent to impersonate that person; (ii) use as a User ID or
domain name subject to any rights of a person other than you without
appropriate authorization; or (iii) use as a User ID or domain name that is
otherwise offensive, vulgar or obscene. Company reserves the right to refuse
registration of, or cancel a User ID and domain in its sole discretion. You are
solely responsible for activity that occurs on your account and shall be
responsible for maintaining the confidentiality of your Company password. You
shall never use another user’s account without such other user’s express
permission. You will immediately notify Company in writing of any unauthorized
use of your account, or other account related security breach of which you are
aware.
Company
shall be entitled to payment in accordance with the rate schedules set forth at
www.muzicard.com. You shall be solely responsible and liable for, and Company
shall have no responsibility or liability for, any credit card transaction fees
(together, “Fees”), bad debts (such as credit card returns or fraud), disputed
payments, and refunds.
Company
retains the right, but does not have the obligation, to immediately halt the
offering or sale of any goods or services, prevent or restrict access to the
Site or the Services or take any other action in case of technical problems,
objectionable material, inaccurate listings, or actions otherwise prohibited by
the procedures and guidelines contained on the Site, or for any other reason in
the sole and absolute discretion of Company, and to correct any inaccurate
listing or technical problems on the Site. Company may immediately halt the
offering or sale of any goods or services upon receipt of notifications of
claimed infringement, upon acquiring knowledge of actual infringement, or
becoming aware of facts or circumstances from which infringing material is apparent
with respect to any goods or services.
In
addition to the fees set forth above, Company reserves the right to require
payment of fees for certain additional features of the Service. Should you
elect to use to such features, you shall pay all applicable fees, as described
on the Site in connection with such features. Company reserves the right to
change its price list and to institute new charges at any time, upon ten (10)
days prior notice to you, which may be sent by e-mail or posted on the Site.
Use of the Service by you following such notification constitutes your
acceptance of any new or increased charges.
The
Service may permit you to link to other websites or resources on the Internet,
and other websites or resources may contain links to the Site. When you access
third party websites, you do so at your own risk. These other websites are not
under Company's control, and you acknowledge that Company is not responsible or
liable for the content, functions, accuracy, legality, appropriateness or any
other aspect of such websites or resources. The inclusion of any such link does
not imply endorsement by Company or any association with its operators. You
further acknowledge and agree that Company shall not be responsible or liable, directly
or indirectly, for any damage or loss caused or alleged to be caused by or in
connection with the use of or reliance on any such Content, goods or services
available on or through any such website or resource.
You
agree that the Service contains Content specifically provided by Company or its
partners and that such Content is protected by copyrights, trademarks, service
marks, patents, trade secrets or other proprietary rights and laws. You shall
abide by and maintain all copyright notices, information, and restrictions
contained in any Content accessed through the Service.
Company
grants each user of the Site and/or Service a worldwide, non-exclusive,
non-sublicensable and non-transferable license to use, modify and reproduce the
Content, solely for personal, non-commercial use. Use, reproduction,
modification, distribution or storage of any Content for other than personal,
non-commercial use is expressly prohibited without prior written permission
from Company, or from the copyright holder identified in such Content's
copyright notice. You shall not sell, license, rent, or otherwise use or
exploit any Content for commercial use or in any way that violates any third
party right.
The
Service provides Artists with the ability to upload or otherwise distribute or
facilitate the distribution of Digital Content owned or controlled by such
Artists to or through the Site, including but not limited to sound recordings
(“Sound Recordings”), videos synchronized with Sound Recordings and other
audiovisual works, as well as “live” audiovisual performances of musical works
(collectively, “Music Videos”), and the musical works embodied within Sound
Recordings and Music Videos (“Musical Works” and, collectively with Sound
Recordings and Music Videos, the Artist’s “Music”). Company will not have
any ownership rights in any elements of an Artist’s Music. In connection
with Company performing the Service, each Artist uploading Music to, or
distributing Music through, the Service hereby grants Company and its
authorized sublicensees and distributors, if any, the worldwide, non-exclusive,
royalty-free, right and license to: (i) reproduce,
distribute, publicly perform (including on a through-to-the-audience basis and
by means of a digital audio transmission), publicly display, create derivate
works of, communicate to the public, synchronize and otherwise exploit
(collectively, “Exploit”) (1) the Artist’s Music and perform the Service on the
Artist’s behalf (e.g., reproduce, transcode, copy and store the Artist’s Music
on computer servers owned and/or operated by or on behalf of Company or its
authorized sublicensees and distributors, and publicly perform, transmit,
synchronize, stream, distribute, and playback the Artist’s Music) using any technologies
or methodologies now known or hereafter developed, and (2) Exploit all
associated copyrightable works or metadata, including, without limitation, song
lyrics and musical notations, album cover artwork, photographs, graphics, and
descriptive text (“Artworks”) in connection with the Service); (ii) allow users
of the Service to receive public performances and public displays of the
Artist’s Music and Artworks and to reproduce the Artist’s Music and Artworks on
any and all devices owned or controlled by the user for non-commercial purposes
and receive performances and displays of same; and (iii) reproduce, use, and
publish, and to permit others to reproduce, use and publish, the name(s),
trademarks, likenesses, and personal and biographical materials of the Artist,
in connection with the provision of the Service.
To
enable Company to Exploit your Music pursuant to the above provisions, you
hereby grant to Company the worldwide, non-exclusive, royalty-free,
sublicensable, and transferable right to use, distribute, reproduce, copy, and
display your trademarks, service marks, slogans, logos or similar proprietary
rights (collectively, the “Trademarks”) solely in connection with the Service
or in the marketing, promotion or advertising of the service.
If any
agreement you have entered into with any third party, including, but not
limited to a PRO, music publisher, union or guild, whether by law or contract,
prohibits you from granting company the right and license set forth in this
Agreement and making the representations and warranties set forth in the four
paragraphs immediately above, then you are prohibited from uploading your Music
to, or distributing your Music through, the Service and shall be responsible
for indemnifying and holding company harmless from and against any and all
claims arising from the exploitation of your Music on the Service, including
all court costs and legal fees.
If you
believe any Content or other material residing on or accessible through the
Service infringes an intellectual property right that you own or control,
please send a notice of claimed infringement to info@muzicard.com
Termination
Company
may terminate your access to all or any part of the Service at any time, with
or without cause, with or without notice, effective immediately, which may
result in the forfeiture and destruction of all information associated with
your membership, including, without limitation, any access to any Music you may
have purchased through the Service. If you wish to terminate your account, then
you may do so by following the instructions on the Site. Any fees paid
hereunder are non-refundable, except as provided in this Agreement. All
provisions of these Terms of Use which by their nature should survive
termination shall survive termination, including, without limitation, ownership
provisions, warranty disclaimers, indemnity and limitations of liability.
COMPANY
HAS NO SPECIAL RELATIONSHIP WITH OR FIDUCIARY DUTY TO YOU. YOU ACKNOWLEDGE THAT
COMPANY HAS NO CONTROL OVER, AND NO DUTY TO TAKE ANY ACTION REGARDING: WHICH
USERS GAIN ACCESS TO THE SITE; WHAT CONTENT YOU ACCESS VIA THE SITE; WHAT
EFFECTS THE CONTENT MAY HAVE ON YOU; HOW YOU MAY INTERPRET OR USE THE CONTENT; AND
WHAT ACTIONS YOU MAY TAKE AS A RESULT OF HAVING BEEN EXPOSED TO THE CONTENT;
YOU RELEASE COMPANY FROM ALL LIABILITY FOR YOU HAVING ACQUIRED OR NOT ACQUIRED
CONTENT THROUGH THE SITE. THE SITE MAY CONTAIN, OR DIRECT YOU TO WEBSITES
CONTAINING, INFORMATION THAT SOME PEOPLE MAY FIND OFFENSIVE OR INAPPROPRIATE.
COMPANY MAKES NO REPRESENTATIONS CONCERNING ANY CONTENT CONTAINED IN OR
ACCESSED THROUGH THE SERVICE, AND COMPANY WILL NOT BE RESPONSIBLE OR LIABLE FOR
THE ACCURACY, COPYRIGHT COMPLIANCE, LEGALITY OR DECENCY OF MATERIAL CONTAINED IN
OR ACCESSED THROUGH THE SERVICE.
THE
SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE” AND IS WITHOUT
WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE
IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR
A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE
OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. COMPANY, AND ITS
DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, PARTNERS AND CONTENT PROVIDERS DO NOT
WARRANT THAT: (A) THE SERVICE WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR
TIME OR LOCATION; (B) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (C) ANY CONTENT
OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICE IS FREE OF VIRUSES OR OTHER
HARMFUL COMPONENTS; OR (D) THE RESULTS OF USING THE SERVICE WILL MEET YOUR
REQUIREMENTS. COMPANY ATTEMPTS TO BE AS ACCURATE AS POSSIBLE WITH REPORTING TO
CHART PARTNERS; HOWEVER, COMPANY, AND ITS DIRECTORS, EMPLOYEES, AGENTS,
SUPPLIERS, AND PARTNERS DO NOT WARRANT THAT REPORTING TO CHART PARTNERS OR OTHER
INFORMATION OR STATISTICS SHARED WITH CHART PARTNERS IS ACCURATE, COMPLETE,
RELIABLE, CURRENT, OR ERROR-FREE OR WILL NECESSARILY RESULT IN ACCEPTANCE
THEREOF BY CHART PARTNERS. YOUR USE OF THE SERVICE IS SOLELY AT YOUR OWN RISK.
Some
states do not allow limitations on how long an implied warranty lasts, so the
above limitations may not apply to you.
Electronic
Communications Privacy Act Notice (18 U.S.C. §§ 2701-2711): Company makes no
guaranty of confidentiality or privacy of any communication or information
transmitted on the Site or any website linked to the Site. Company will not be
liable for the privacy of e-mail addresses, registration and identification
information, disk space, communications, confidential or trade-secret
information, or any other Content stored on Company’s equipment, transmitted
over networks accessed by the Site, or otherwise connected with your use of the
Service.
You
shall defend, indemnify, and hold harmless Company and its affiliates,
authorized sublicensees and distributors, and each of their employees,
contractors, directors, suppliers and representatives, from any and all
liabilities, claims, and expenses, including reasonable attorneys' fees and
court costs, that arise from or relate to your use or misuse of, or access to,
the Site, Service, Content or otherwise from your User Submissions, violation
of these Terms of Use, or infringement by you, or any third party using the
your account, of any intellectual property or other right of any person or
entity, and for breach of any of your representations and warranties in these
Terms of Use. For the avoidance of doubt, you hereby agree to defend,
indemnify, and hold harmless Company from any and all claims by a third party
owning, controlling or claiming any right in or to your Music, including claims
for performance royalties, synchronization royalties, mechanical royalties, and
use or re-use fees. Company reserves the right to assume the exclusive defense
and control of any matter otherwise subject to indemnification by you, in which
event you will assist and cooperate with Company in asserting any available
defenses at your sole expense.
IN NO
EVENT SHALL COMPANY, NOR ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS
OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY,
NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICE
(I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR
SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES
OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), (II)
FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF
ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE)
ONE-HUNDRED U.S. DOLLARS ($100.00). SOME STATES DO NOT ALLOW THE EXCLUSION OR
LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND
EXCLUSIONS MAY NOT APPLY TO YOU.
Because
Company is not the buyer or seller in any Transaction, if a dispute arises
between one or more participants in a Transaction, then you release Company
(and its affiliates, agents and employees) from claims, demands and damages
(actual and consequential) of every kind and nature, known and unknown,
suspected and unsuspected, disclosed and undisclosed, arising out of or in any
way connected with such disputes. If you are a California resident, then you
waive California civil code §1542, which says: "a general release does not
extend to claims which the creditor does not know or suspect to exist in his
favor at the time of executing the release, which if known by him must have
materially affected his settlement with the debtor." You, being aware of
said code section, hereby expressly waive any rights you may have thereunder,
as well as under any other statutes or common law principles of similar effect.
You acknowledge and agree that this waiver is an essential and material term of
this Agreement, and that without such waiver, this Agreement would not have
been entered into by Company.
Because
Company is not the buyer or seller in any actual Transaction between Artists
and fans and is not the agent of either for any purpose, Company does not have
the duty to resolve and will not be involved in resolving any disputes between
participants related to or arising out of any such Transaction. Artists are
individually responsible for compliance with all consumer rights laws
applicable to their Transactions, including EU Consumer Rights Laws.
Company
makes no representation that the Service or the Content is appropriate or
available for use in locations outside of the United States, and accessing the
Service is prohibited from territories where such Content is illegal. If you
access the Service from other locations, you do so at your own initiative and
are responsible for compliance with local laws.
You
represent and warrant that you are not (i) located in
a country that is subject to a United States government embargo, or that has
been designated by the United States government as a "terrorist
supporting" country; and (ii) listed on any United States Government list
of prohibited or restricted organizations or parties.
A
printed version of these Terms of Use and of any notice given in electronic
form shall be admissible in judicial or administrative proceedings based upon
or relating to these Terms of Use to the same extent and subject to the same
conditions as other business documents and records originally generated and
maintained in printed form. You and Company agree that any cause of action
arising out of or related to the Service must commence within one (1) year
after the cause of action arose; otherwise, such cause of action is permanently
barred.
These
Terms of Use shall be governed by and construed in accordance with the laws of
the State of Tennessee, excluding its conflicts of law rules, and the United
States of America. Any dispute arising from or relating to the subject matter
of this Agreement shall be finally settled by arbitration in Davidson County,
Tennessee, using the English language in accordance with the Arbitration Rules
and Procedures of Judicial Arbitration and Mediation Services, Inc.
("JAMS") then in effect, by one commercial arbitrator with
substantial experience in resolving intellectual property and commercial
contract disputes, who shall be selected from the appropriate list of JAMS
arbitrators in accordance with the Arbitration Rules and Procedures of JAMS.
The prevailing party in the arbitration shall be entitled to receive reimbursement
of its reasonable expenses (including reasonable attorneys' fees, expert
witness fees and all other expenses) incurred in connection therewith. Judgment
upon the award so rendered may be entered in a court having jurisdiction or
application may be made to such court for judicial acceptance of any award and
an order of enforcement, as the case may be. Notwithstanding the foregoing,
each party shall have the right to institute an action in a court of proper
jurisdiction for injunctive or other equitable relief pending a final decision
by the arbitrator. For all purposes of this Agreement, the parties’ consent to
exclusive jurisdiction and venue in the United States Federal Courts or state
courts located in the Middle District of Tennessee. Use of the Service is not
authorized in any jurisdiction that does not give effect to all provisions of
these Terms of Use, including without limitation, this section.
These
Terms of Use are the entire agreement between you and Company with respect to
the Service and use of the Site, and supersede all prior or contemporaneous
communications and proposals (whether oral, written or electronic) between you
and Company with respect to the Site. If any provision of these Terms of Use is
found to be unenforceable or invalid, that provision will be limited or
eliminated to the minimum extent necessary so that these Terms of Use will
otherwise remain in full force and effect and enforceable. The failure of
either party to exercise in any respect any right provided for herein shall not
be deemed a waiver of any further rights hereunder.
Company
shall not be liable for any failure to perform its obligations hereunder where
such failure results from any cause beyond Company’s reasonable control,
including, without limitation, mechanical, electronic or communications failure
or degradation (including "line-noise" interference). These Terms of
Use are personal to you, and are not assignable, transferable or sublicensable
by you except with Company's prior written consent. Company may assign,
transfer or delegate any of its rights and obligations hereunder without
consent. No agency, partnership, joint venture, or employment relationship is
created as a result of these Terms of Use and neither party has any authority
of any kind to bind the other in any respect. In any action or proceeding to
enforce rights under these Terms of Use, the prevailing party will be entitled
to recover costs and attorney fees. All notices under these Terms of Use will
be in writing and will be deemed to have been duly given when received, if
personally delivered or sent by certified or registered mail, return receipt
requested; when receipt is electronically confirmed, if transmitted by
facsimile or e-mail; or the day after it is sent, if sent for next day delivery
by recognized overnight delivery service. The captions and headings in this
Agreement are intended only for convenience, and will in no event be construed
to define, limit or describe the scope or intent of this Agreement, or of any provision
of this Agreement, nor in any way affect the interpretation of this Agreement.
In the event any provisions of this Agreement are found to be contrary to any
law or regulation of an administrative or governmental agency or body, such
provision will be modified and interpreted to accomplish the objectives of such
provision to the greatest extent possible under applicable law, and the
remaining provisions will continue in full force and effect. In the event such
a provision cannot be modified and becomes invalidated or unenforceable, its
invalidation or unenforceability will not affect the validity or enforceability
of any other provision of this Agreement. This Agreement constitutes the
complete agreement between the parties with respect to the subject matter
hereof, and supersedes all prior or contemporaneous oral or written
communications, proposals, representations, understandings, or agreements not
specifically incorporated herein.
If you
have any questions, you may contact Company at the following address: info@muzicard.com