PRIVACY POLICY / USE OF SITE AGREEMENT / WEBSITE AGREEMENT / RELEASE AGREEMENT /​IMUSIC BOSS CONCERT SERIES AND CHAPTER TERMS OF SERVICE AGREEMENT

IMUSIC BOSS Statement of Privacy.
IMUSIC BOSS is committed to protecting your privacy. This Statement of Privacy applies to IMUSIC BOSS's Web sites and governs data collection and usage at all IMUSIC BOSS sites and services; it does not apply to other online or offline sites, products or services.

Please read the IMUSIC BOSS Statement of Privacy. IMUSIC BOSS is a general audience web site, intended for users of all ages. Personal information of all users is collected, used and disclosed as described in this Statement of Privacy.

Collection of your Personal Information
As an E-commerce Web site, IMUSIC BOSS collects personal information, such as your e-mail address, name, home or work address or telephone number and credit card numbers. Information collected by IMUSIC BOSS is used solely for the purpose of billing and shipping your online purchases. IMUSIC BOSS does not collect any information about your computer hardware and software.

IMUSIC BOSS encourages you to review the privacy statements of Web sites you choose to link to from IMUSIC BOSS so that you can understand how those Web sites collect, use and share your information. We are not responsible for the privacy statements or other content on Web sites outside of the IMUSIC BOSS Web site.

Use of your Personal Information
IMUSIC BOSS and its operational service partners collect and use your personal information to process product orders and deliver the products requested. It is possible that IMUSIC BOSS may also use personal information to inform you of other products or services available from IMUSIC BOSS and its affiliates. IMUSIC BOSS may also contact you via surveys to conduct research about your opinion of current services or of potential new services that may be offered.

TERMS & CONDITIONS
Conditions of Use 
Use of the IMUSIC BOSS website constitutes agreement to our terms of use. We encourage you to review the following information carefully.

TRADEMARKS 
IMUSIC BOSS and other marks indicated on our site are trademarks owned exclusively by IMUSIC BOSS. The use of these trademarks and trade dress is prohibited if used in connection with the sale of any product that is not IMUSIC BOSS's, in any manner that seeks to disparages or discredit IMUSIC BOSS or in any manner that may cause confusion among our customers.

COPYRIGHT 
All content on this website is the exclusive property of IMUSIC BOSS. Said content includes text, graphics, logos, icons, images, audio and video clips, digital downloads, and software. Our content is protected by United States and international copyright laws and we reserve all rights contained therein. In case of dispute or infringement, we will rigorously defend our rights to this material.

PROTECTING YOUR ACCOUNT 
Some portions of this website permit username and passwords to be used. You are responsible for protecting your unique username and password and you agree to be responsible for all activities performed under your user account.

LICENSE AND SITE ACCESS 
IMUSIC BOSS grants you (the user) a limited license to access and make personal use of this website. This license does not include the right to download any material (other than routine page caching), modify any material, or any portion thereof, without the express written consent of IMUSIC BOSS. This license excludes the download or collection of logos, product descriptions, pricing, text, graphics, audio and video clips, and/or copying account information. This website or any portion of this website may not be reproduced, duplicated, copied, sold, visited, or otherwise exploited for any commercial purpose without express written permission of IMUSIC BOSS. You are prohibited from using meta tags or any other hidden text utilizing IMUSIC BOSS's name or trademarks without the express written consent of IMUSIC BOSS. Any unauthorized use of this websites voids the limited license granted by IMUSIC BOSS.

CONTENT SUBMITTED BY SITE USERS 
If you do post content to this site or otherwise submit material (including, but not limited to, photographs and testimonials), you grant IMUSIC BOSS and its affiliates a nonexclusive, royalty-free, perpetual, irrevocable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such content throughout the world in any media. By your submission you represent and warrant that you own or otherwise control all of the rights to the content that you post; that the content is accurate; that use of the content you supply does not violate this policy and will not cause injury to any person or entity; and that you will indemnify IMUSIC BOSS or its affiliates for all claims resulting from content you supply. IMUSIC BOSS reserves the right to remove any content at our sole discretion.

LIMITATION OF LIABILITY 
This site is provided by IMUSIC BOSS on an "as is" and "as available" basis. IMUSIC BOSS makes no warranties, either expressed or implied, as to the operation of the site or the content contained therein. You expressly agree that your use of iMusicBoss.com, iMusicBoss.com is at your own risk. IMUSIC BOSS cannot warrant that this site, our servers, or email communications affiliated with the use of this website, are free from viruses. IMUSIC BOSS will not be responsible for any damages of any kind resulting from use of this website, including but not limited to direct, indirect, incidental, punitive, and consequential damages.

REDEMPTION OF FREE PRODUCT AND COUPON OFFERS
From time to time, IMUSIC BOSS offers its clients special offers and discount codes to be used in conjunction with this website. These offers are frequently disseminated via this website and through email to those who have registered for our email database. They are sometimes posted on our home page (iMusicBoss.com) or announced via other means of communication in conjunction with the promotion of the IMUSIC BOSS product collection, including radio and TV broadcasts, internet forums and various online websites. 

We encourage our clients to redeem these special offers, but we respectfully ask that you not exploit them. IMUSIC BOSS, at our sole discretion, will determine if all purchasing criteria has been met to qualify for stated discount or free product. If you successfully circumvent the software safeguards of this website in order to receive several free products with your order, then we will (at our sole discretion) remove any extraneous free product from your order or cancel the order in its entirety. You will be informed of any order changes via the phone number or email address listed with your order. Please, play fair…

APPLICABLE LAW 
By visiting iMusicBoss.com, you agree that the laws of the state of California, without regard to principles of conflict of laws, will govern these Conditions of Use and any dispute of any sort that might arise between you and IMUSIC BOSS.

CHANGES IN POLICY
IMUSIC BOSS reserves the right to modify, alter, delete and update these policies at any time we see fit. Such alterations do not nullify our rights if infringements or breaches occurred under a pervious version of these conditions.

IMUSIC BOSS Web reserves the right to modify, alter, delete and update these policies at any time we see fit. Such alterations do not nullify our rights if infringements or breaches occurred under a pervious version of these conditions.

Updated 1/01/2018

RELEASE AGREEMENT

IMUSIC BOSS MUSIC & IMAGE RELEASE AGREEMENT
I authorize IMUSIC BOSS, to use the following personal information:

  1. My picture – including photographic, motion picture, and electronic (video) images. 
  2. My voice – including sound and video recordings.


I hereby grant to IMUSIC BOSS, its affiliates, subsidiaries, licensees, successors and assigns, the right to use, publish, and reproduce, for all purposes, my name, pictures of me in film or electronic (video) form, sound and video recordings of my voice, and printed and electronic copy of the information described in sections (1) and (2) above in any and all media including, without limitation, cable and broadcast television and the Internet, and for exhibition, distribution, promotion, advertising, sale, press conferences, meetings, hearings, educational conferences and in brochures and other print media. This permission extends to all languages, media, formats and markets now known or hereafter devised. This permission shall continue forever unless I revoke the permission in writing.

I further grant IMUSIC BOSS all right, title, and interest that I may have in all finished pictures, negatives, reproductions, and copies of the original print, and further grant IMUSIC BOSS the right to give, sell, transfer, and exhibit the print in copies or facsimiles thereof, for marketing, communications, or advertising purposes, as it deems fit.

I hereby waive the right to receive any payment for signing this release and waive the right to receive any payment for IMUSIC BOSS’s use of any of the material described above for any of the purposes authorized by this release. I also waive any right to inspect or approve finished photographs, audio, video, multimedia, or advertising recordings and copy or printed matter or computer generated scanned image and other electronic media that may be used in conjunction therewith or to approve the eventual use that it might be applied.


Updated 1/01/18

IMUSIC BOSS SALES AGREEMENT

Welcome to the Independent Gospel Artist Radio Alliance (IMUSIC BOSS) Artist Sales Agreement (together with any and all applicable Addenda the "Agreement"), between you and IMUSIC BOSS Inc., along with our licensees and assignees collectively referred to in this Agreement as "us," "we," and "IMUSIC BOSS"). This Agreement contains the general terms and conditions under which IMUSIC BOSS offers the "Services" (as defined below). If you choose to utilize the Digital Download and Radio Distribution (as defined below) or the Print On Demand Service (as defined below) or any combination of such services, the Digital Download Addendum and/or radio Distribution Service and/or the Print On Demand Service Addendum (each an “Addendum” and collectively the “Addenda”) will apply as applicable. Use of the Services, including through the submission of sound recordings (and the musical works embodied therein) for distribution by IMUSIC BOSS (whether by upload to the IMUSIC BOSS website (www.iMusicBoss.com) (the "Website") or through the submission of physical embodiments of your sound recordings (and the musical works embodied therein) (e.g., as CDs) to IMUSIC BOSS, constitutes your agreement to and acceptance of this Agreement and any applicable Addendum.

THIS AGREEMENT, WHEN ACCEPTED BY YOU AFTER CLICKING “I AGREE,” WILL CREATE A BINDING AND LEGALLY ENFORCEABLE CONTRACT BETWEEN YOU AND US, WHETHER YOU ARE ACTING IN YOUR INDIVIDUAL CAPACITY OR AS THE AUTHORIZED REPRESENTATIVE FOR AN ARTIST, BAND, GROUP OR CORPORATION, IN WHICH CASE “YOU” SHALL REFER TO THE ARTIST, BAND, GROUP OR CORPORATION ON WHOSE BEHALF YOU ARE ACTING AND AUTHORIZED TO ACT. THEREFORE, PLEASE READ THIS AGREEMENT CAREFULLY AND CONSULT WITH YOUR OWN BUSINESS AND LEGAL ADVISORS BEFORE CLICKING “I AGREE.” THE “EFFECTIVE DATE” OF THIS AGREEMENT IS THE DATE ON WHICH YOU CLICK THE “I AGREE” BUTTON BELOW.

We reserve the right to add, delete and/or modify any of the terms and conditions contained in this Agreement pursuant to the provisions of Section9 below. Notwithstanding the preceding sentence, no modifications to this Agreement will apply to any dispute between you and IMUSIC BOSS that arose prior to the date of such modification. In the event of substantive changes to the terms of this Agreement, you will be notified by email. If any modification(s) is unacceptable to you, your only recourse is to discontinue use of the Services. Your continued use of the Services following posting of a change notice or new agreement on the Site or notice to you via e-mail, will constitute your binding acceptance of the changes.

YOU ARE RESPONSIBLE FOR MAINTAINING A VALID E-MAIL ADDRESS ON FILE WITH IMUSIC BOSS FOR SO LONG AS YOU AVAIL YOURSELF OF ANY SERVICES..

1. Terms of Service:
This Agreement is incorporated into and subject to the Terms of Service (http://www.iMusic Boss.com/agreements.html) ("TOS"). All initially-capitalized terms not defined in this Agreement are defined in the TOS.

2. Authorization:
You hereby appoint us as your authorized representative for the sale and other distribution of “Your Content” (as defined below). Accordingly, you hereby grant to us and our “Licensees” (as defined below) the non-exclusive right, during the "Term" (as defined below) and throughout the “Authorized Territory” (as defined below), to:

(a) Reproduce and create derivative works of Your Content (including any Physical Product) by converting Your Content into Digital Masters, including less than full-length versions of sound recordings (“Clips”) that can be used for promotional purposes as authorized herein and, if necessary, reproducing Your Content in new Physical Product;

(b) Publicly perform, publicly display, communicate to the public, and otherwise make available Your Content, and portions thereof as embodied in Clips, by means of digital audio transmissions (on an interactive or non-interactive basis) through the Website, a Licensee website, or via a IMUSIC BOSS Widget you or any person authorized by you may place on any website, to identify the availability of Your Content for license, sale or distribution and to promote Your Content, on a through-to-the-listener basis, without the payment of any fees or royalties to (i) the songwriters, composers, or music publishers owning any rights in and to Your Content; (ii) any performing artist(s) (including non-featured vocalists and musicians) on Your Content; (iii) any other person involved in the creation of or owning any portion of Your Content, including, but not limited to a record label, and (iv) any agents for any of the foregoing, including, without limitation, performing rights organizations (“PROs”) and unions or guilds, whether U.S.-based (such as ASCAP, BMI, SESAC, SoundExchange, AFTRA and AFM) or foreign (e.g., PRS for Music, PPL, CMRRA, CSI, GEMA, etc.);

(c) Distribute Your Content in accordance with any applicable Addendum;

(d) Place or embed Your Content in magazines, web sites, IMUSIC BOSS advertisements, and any and all other media, whether now known or hereafter developed, but specifically excluding television and movies, to promote the IMUSIC BOSS Service;

(e) Use and distribute Copyright Management Information as embodied in a Digital Master of Your Content;

(f) Use Your Content and metadata as may be reasonably necessary or desirable for us to exercise our rights under this Agreement;

(g) Reproduce, distribute, and publicly perform and communicate to the public Your Content (including Clips) as part of a downloaded program that may include multiple sound recordings and other content, commonly known as a “podcast;” and

(h) Authorize our Licensees to perform any one or more of the activities specified above or in an applicable Addendum.

3. Term:

The term of this Agreement will commence on the Effective Date and will continue, unless and until terminated by either you or us, upon twenty-four (24) hours written notice (the “Term”), which notice, if sent by (a)IMUSIC BOSS, may be sent to you at the last e-mail address you provided to IMUSIC BOSS and (b)you to IMUSIC BOSS, must be sent only to the following e‑mail address: iMusic Boss support@imusicboss.com with the following information: (a)your username; (b)the e‑mail address associated with your Account; (c)all album titles for which you are requesting termination; and (d)which Services you are terminating (e.g., Radio Distribution, Digital Sales). Any termination notice provided by you pursuant to this section shall be permanent and irreversible. Notwithstanding anything to the contrary herein, IMUSIC BOSS may at any time in its sole discretion, with or without notice to you: (i)suspend or limit your access to or your use of the Services and/or (ii)suspend or limit your access to your Account (as defined in Section11(a)).

4. Payments to You:

1 Pricing the Sale of Your Content. Except as otherwise set forth in an Addendum, you will have the discretion to set the pricing for the sale of Your Content on the Website. Notwithstanding, IMUSIC BOSS reserves the sole and exclusive right to set the pricing for any digital audio transmissions of Your Content, whether on an interactive or non-interactive basis, provided that Your Content will be priced the same as all other content on the Service licensed by IMUSIC BOSS for interactive or non-interactive digital audio transmissions. You will also be subject to additional set up fees and charges as more fully explained on the Website, including, but not limited to, fees for IMUSIC BOSS’s administering mechanical royalties for the reproduction and distribution of musical works (as applicable), as such fees and charges may be updated by IMUSIC BOSS from time to time, and you are responsible for reviewing those fees and charges. 

2 Offsets. You hereby authorize IMUSIC BOSS to offset against any amounts owed to you pursuant to this Agreement any amounts that you may owe to IMUSIC BOSS, whether under an indemnification provision or for costs, expenses, and deductions authorized in this Agreement.

3 Recordkeeping; Audits. We will maintain books and records which report the sale of Your Content. Unless otherwise prohibited by law, you will not have the right to sue us in connection with any statement, or to sue us for unpaid sales revenue for the period a statement covers, unless you commence the suit within that eighteen (18)-month period. If you commence suit on any controversy or claim concerning statements rendered to you under this Agreement in a court of competent jurisdiction, the scope of the proceeding will be limited to a determination of the amount of sales revenue due for the accounting periods concerned, and the court shall have no authority to consider any other issues or award any relief except recovery of any sales revenue found owing. Your recovery of any such sales revenue shall be the sole remedy available to you by reason of any claim related to our statements.

4 Affiliation with Other Performing Rights Organizations for Royalties. Nothing contained in this Agreement shall prohibit you from affiliating with any PRO for the receipt of royalty payments for the public performance or communication to the public of your sound recordings or musical works made by a third party, excluding only public performances or communications to the public of sound recordings or musical works made by IMUSIC BOSS pursuant to the Authorizations set forth in Section2 of this Agreement.

5 Tax Information. IMUSIC BOSS will use its reasonable efforts to collect sales and other taxes owed on the sale of Your Content (“Sales Tax”), and to remit such Sales Tax on your behalf to relevant government authorities. Notwithstanding the above, in all events, you acknowledge and agree that you are ultimately responsible for the payment of any Sales Tax owed in connection with the sale or distribution of Your Content pursuant to this Agreement, and you hereby indemnify IMUSIC BOSS for any Sales Tax that may be owed in addition to those amounts collected and remitted on your behalf by IMUSIC BOSS.

5. Your Obligations:

You, or a licensee acting on your behalf (e.g., a company such as Rightsflow), will be responsible for obtaining and paying for any and all clearances or licenses required in the Authorized Territory (or any portion thereof) for the use of any musical works embodied in Your Content. Without limiting the generality of the foregoing, you (either directly or through a third party acting on your behalf) shall be responsible for and shall pay (i)any royalties and other sums due to artists (featured and non-featured), authors, co‑authors, copyright owners and co-owners, producers, engineers, and any other record royalty participants from sales or other uses of Your Content, (ii)all mechanical royalties or other sums payable to music publishers and/or authors or co-authors of musical compositions embodied in Your Content from sales or other uses of Your Content, (iii)all payments that may be required under any collective bargaining agreements applicable to you or any third party (e.g., to unions or guilds such as AFM or AFTRA), and (iv)any other royalties, fees and/or sums payable with respect to Your Content or other materials provided by you to us. You agree that the amount payable to you is inclusive of any so‑called “artist royalties” that might otherwise be required to be paid for sales or exploitations pursuant to the applicable laws of any jurisdiction and for any public performances, public displays or communications to the public of the sound recordings and musical works constituting Your Content.

6. Right to Withdraw Material; Termination of Authorizations to Licensees

You have the right, at any time during the Term, to withdraw the authorizations set forth in Section2 above and the applicable Addenda, for the sale or other uses of all or any portion of Your Content, upon written notice to us (a “Withdrawal Notice”) or to terminate this Agreement pursuant to Section3 of this Agreement (a “Termination Notice”). Upon receipt of a Withdrawal Notice with respect to any of Your Content or a Termination Notice with respect to all of Your Content, we will promptly remove those elements of Your Content covered by such Withdrawal Notice or Termination Notice, as the case may be, from the Website (and in no event more than five (5) business days following receipt of a Withdrawal Notice or Termination Notice), and shall, within five (5) business days following our receipt of a Withdrawal Notice or Termination Notice, advise our Licensees via a “Takedown Notice” that they are no longer authorized to sell or offer for any other use those elements of Your Content covered by such Takedown Notice. Your submission of a Withdrawal Notice or Termination Notice shall not in any way limit the authorizations granted to us or any Licensees prior to the implementation of your Withdrawal Notice or Termination Notice, and will not limit in any way the rights of end users who have acquired Your Content.

7. Names and Likenesses; Promotional Use and Opportunities:

(a) Name and Likeness of Artists and Songwriters. You hereby grant to IMUSIC BOSS during the Term the right to use and to authorize our Licensees to use the names and approved likenesses of, and biographical material concerning, any artists, bands, producers and/or songwriters, as well as track and/or album name, and all artwork related to your sound recordings or audiovisual works, in any marketing materials for the sale, promotion, and advertising of Your Content, which is offered for sale or other use under the terms of this Agreement (e.g., an artist or band name and likeness may be used in an informational fashion, such as by textual displays or other informational passages, to identify and represent authorship, production credits, and performances of the applicable artist or band in connection with the exploitation of Your Content).

(b) Promotion. You hereby grant to us and our Licensees the right to market, promote, and advertise Your Content as available for purchase or license, in any and all media, whether now known or hereafter developed, as we and they determine in our and their discretion.

(c) Customer Information. IMUSIC BOSS may, from time to time, provide you with information relating to customers that purchase Your Content, subject to our privacy policy and the preferences of our customers. You may only use, and disclose this information to a third party, for your internal record keeping purposes. You may not disclose any of this information to a third party or use it for any other purpose. In all events, you will comply with the terms of IMUSIC BOSS’s privacy policy http://www.iMusic Boss.com in connection with the customer data provided under this Agreement.

8. Ownership:

(a) Subject to our rights hereunder or under any prior agreement between you and us, as between you and us, all right, title, and interest in and to (a)Your Content, (b)the Digital Masters, (c)the Clips, (d)the Physical Product (if applicable), (e)all copyrights and equivalent rights embodied therein, and (f)all materials furnished by you, will be yours.

9. Modification, Termination and Effect of Termination:

(a) Modification of Agreement. We reserve the right to change, modify, add to, or remove all or part of this Agreement, in our sole discretion, at any time and from time to time. Notice of any material change will be sent to you by electronic mail at least fifteen (15) days prior to its effective date. If the e-mail you have provided to us is no longer functioning, then, in addition to any other remedies we may have with respect to your Account and use of the Services, we shall be authorized to communicate with you via any other reasonable manner we may choose in our sole discretion, including through notice on the web page through which you access your Account information or via any accounting statement. The most recent date of this Agreement shall be identified on the first page hereof. In the event that you do not consent to any such proposed changes in the Agreement, your sole recourse shall be to terminate this Agreement by notice to us, and your failure to submit a Termination Notice within fifteen (15) days of the date of our notice to you shall constitute your acceptance of such changes to the extent Your Content is still available through the Services. To terminate your Agreement, you must send a Termination Notice to iMusic Boss distribution@imusicboss.com and include in the subject line of your e-mail “Termination of Artist Agreement.”

(b) Consequences of Termination. The expiration or termination of the Agreement will not relieve either you or us from our respective obligations incurred prior to the effective date of your termination of the Agreement. In addition, provisions of this Agreement intended to survive the termination of this Agreement shall survive termination, including, but not limited to, the Indemnification, Disclaimers, Limitation of Liability; Basis of the Bargain, and General Provisions.

10. Monitoring of Your Content; Removal of Content from Website:

(a) Monitoring. IMUSIC BOSS does not control Your Content and does not have any obligation to monitor Your Content for any purpose. IMUSIC BOSS may choose, in its sole discretion, to monitor, review or otherwise access some or all of Your Content, but by doing so IMUSIC BOSS assumes no responsibility for Your Content, no obligation to modify or remove any inappropriate elements of Your Content, or to monitor, review or otherwise access any other artist’s content or artwork.

(b) Right of Removal. IMUSIC BOSS reserves the right, in its sole and absolute discretion, to remove any of Your Content from the Website if such content: (i)is patently offensive, pornographic or defamatory; (ii)is the subject of a dispute between you or us and a third party; (iii)is content to which you cannot document your rights therein upon IMUSIC BOSS’s request; (iv)violates the intellectual property rights or other protected interests of a third party; (v)is the subject of a takedown notice by a party claiming to own the rights therein, or (vi)is the subject of any fraudulent activity, or for any other reason in IMUSIC BOSS’s sole and absolute judgment is necessary to protect the business interests of IMUSIC BOSS and any of its business partners or Licensees. IMUSIC BOSS may also remove Your Content from the Website if you are abusive or rude or provide false or intentionally misleading information to any IMUSIC BOSS employees or agents. IMUSIC BOSS shall have no liability to you for the removal of any of Your Content from the Website or any Licensee website or service other than to provide you a credit (but not a refund) for any fees previously paid by you for making Your Content available via the Website or through Licensees. The removal of any of Your Content shall not relieve IMUSIC BOSS of the obligation to pay you any royalties that may have accrued prior to the removal of Your Content.

(c) No Termination Due to Removal. This Agreement shall not be terminated automatically by IMUSIC BOSS’s removal of Your Content from the Website or Licensee’s websites or services. In order for you to terminate this Agreement following the removal of any of Your Content, you must send IMUSIC BOSS a Termination Notice.

11. Account Information; Disclosures:

(a) Your Account Information. In order to access some features of the Website, including your account information and periodic statements, you will have to create an online account (“Account”). You hereby represent and warrant that the information you provide to IMUSIC BOSS upon registration will be true, accurate, current, and complete. You also hereby represent and warrant that you will ensure that your Account information, including your e-mail address, is kept accurate and up‑to-date at all times during the Term of this Agreement.

(b) Password. As a registered user of the Services you will have login information, including a username and password. Your Account is personal to you, and you may not share your Account information with, or allow access to your Account by, any third party, other than an agent authorized to act on your behalf. As you will be responsible for all activity that occurs under your Account, you should take care to preserve the confidentiality of your username and password, and any device that you use to access the Website. You agree to notify us immediately of any breach in secrecy of your login information. If you have any reason to believe that your Account information has been compromised or that your Account has been accessed by a third party not authorized by you, then you agree to immediately notify IMUSIC BOSS by e-mail to distribution@imusicboss.com. You will be solely responsible for the losses incurred by IMUSIC BOSS and others (including other users) due to any unauthorized use of your Account that takes place prior to notifying IMUSIC BOSS that your Account has been compromised.

(c) Disclosure of Information. You acknowledge, consent, and agree that IMUSIC BOSS may access, preserve, and disclose your Account information and Your Content if required to do so by law or in a good faith belief that such access, preservation or disclosure is reasonably necessary to (i)comply with legal process; (ii)enforce this Agreement; (iii)respond to a claim that any of Your Content violates the rights of third parties; (iv)to respond to your requests for customer service; or (v)to protect the rights, business interests, property or personal safety of IMUSIC BOSS and its employees and users, and the public.

12. Prohibited Use of the Website and Licensee Websites and Services:

(a) You agree not to use the Website, the Services, and any services provided by Licensees, for any unlawful purpose or in any way that might harm, damage, or disparage IMUSIC BOSS, its Licensees or any other party. Without limiting the preceding sentence and by way of example and not limitation, you agree that you will not, whether through the Website, our Licensees or Your Content, do or attempt any of the following:

(b) Undertake, cause, permit or authorize the modification, creation of derivative works, translation, reverse engineering, decompiling, disassembling or hacking of any aspect of the Website or any other part thereof, except and solely to the extent permitted by this Agreement, the features of the Website or by law, or otherwise attempt to use or access any portion of the Website other than as intended;

(c) Reproduce, duplicate, copy, sell, trade, resell, distribute or exploit, any portion of the Website, use of the Website, access to the Website or content obtained through the Website, as a result of your being granted permission to upload Your Content to the Website;

(d) Remove, circumvent, disable, damage or otherwise interfere with any security-related features of the Website, features that prevent or restrict the use or copying of any part of the Website or features that enforce limitations on the use of the Website;

(e) Threaten, harass, abuse, slander, defame or otherwise violate the legal rights (including, without limitation, rights of privacy and publicity) of third parties;

(f) Publish, distribute or disseminate any inappropriate, profane, vulgar, defamatory, infringing, obscene, tortious, indecent, unlawful, offensive, immoral or otherwise objectionable material or information;

(g) Create a false identity or impersonate another for the purpose of misleading others as to your identify, including, but not limited to, providing misleading information to any feedback system employed by IMUSIC BOSS;

(h) Transmit or upload any material that contains viruses, Trojan horses, worms, time bombs, cancelbots, or any other harmful, damaging or deleterious software programs;

(i) Interfere with or disrupt the Website, networks or servers connected to the Website or violate the regulations, policies or procedures of such networks or servers;

(j) Upload or otherwise transmit any information or content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party, including by incorporating any such material in Your Content; or

(k) Use the Website in any manner whatsoever that could lead to a violation of any federal, state or local laws, rules or regulations.

13. Availability of Services:

IMUSIC BOSS may make changes to or discontinue any aspects of the Services and any of the features, media, content, products, software or services available via the Website, at any time and without notice and without liability to you. The features, media, content, products, software or services available on and through the Website may be out of date, and IMUSIC BOSS makes no commitment to update any aspect of the Website. IMUSIC BOSS makes no representations and warranties with respect to availability of the Website and may discontinue the Service at any time with or without notice. You are solely responsible for maintaining back-up copies of any elements of Your Content uploaded to the Website or otherwise delivered to IMUSIC BOSS as Physical Product.

14. Additional Representations and Warranties:

(a) Mutual Representations and Warranties. Each party represents and warrants to the other that it:

(i) is authorized to enter into this Agreement on the terms and conditions set forth herein.

(ii) will not act in any manner that conflicts or interferes with any existing commitment or obligation of the other party, and that no agreement previously entered into by the party will interfere with the performance of its obligations under this Agreement.

(iii) shall perform its obligations hereunder in full compliance with any applicable laws, rules, and regulations of any governmental authority having jurisdiction over such performance.

(b) Representations and Warranties by You. You represent and warrant to IMUSIC BOSS that:

(i) you have the full right, power, and authority to act on behalf of any and all owners of any right, title or interest in and to Your Content, including, but not limited to, all musical works embodied in Your Content, and that you are authorized to provide Your Content to us for the uses specified in this Agreement. For the avoidance of doubt, if you are acting on behalf of an artist, band, group or corporation, you hereby represent and warrant to IMUSIC BOSS that you are fully authorized to enter into this Agreement on behalf of such artist, band, group or corporation and to grant all of the rights and assume and fulfill all of the obligations, covenants, and representations and warranties set forth in this Agreement.

(ii) you own or control all of the necessary rights in Your Content in order to make the grant of rights, licenses, and permissions herein, and that you have permission to use the name and likeness of each identifiable individual person whose name or likeness is contained or used within Your Content, and to use such individual's identifying or personal information (to the extent such information is used or contained in Your Content) as contemplated by this Agreement.

(iii) the use or other exploitation of Your Content, including, but not limited to, any musical works embodied in your sound recordings, by us and our Licensees as contemplated by this Agreement will not infringe or violate the rights of any third party, including, without limitation, any privacy rights, publicity rights, copyrights, contract rights, or any other intellectual property or proprietary rights


(iv) to the extent you are the songwriter of any or all of the musical works embodied in Your Content, whether in whole or in part (e.g., as a co‑writer), you have the full right, power, and authority to grant the rights set forth in this Agreement notwithstanding the provisions of any agreement you may have entered into with any PRO, whether based in the United States or elsewhere, or any music publisher, and that you are solely responsible for taking all steps necessary to inform such PRO or music publisher of your grant of a royalty free license to us and our Licensees for the public performance and communication to the public of Your Content, including as Clips, and that no fees or payments of any kind whatsoever shall be due to any PRO or music publisher for the use of the musical works in Your Content when publicly performed, communicated or otherwise transmitted by IMUSIC BOSS or its Licensees.

(v) you have not assigned any of the rights in and to the sound recordings embodied in Your Content to any third party (e.g., a record label) that obtained exclusive rights in and to such sound recordings.

15. No Representations and Warranties With Respect to Sales and Distributions:

IMUSIC BOSS makes no guarantees regarding the minimum number of unit sales or uses of Your Content. In addition, we cannot guarantee that Licensees will perform under any agreement they enter into with IMUSIC BOSS for the sale, distribution or licensed use of Your Content, including by paying the royalties they owe us for the distribution of Your Content. If a Licensee refuses to pay us for the use of Your Content, you agree that you will assume responsibility for collecting any payments that may be due from such non-compliant Licensees for any sale, distribution or licensed use of Your Content if such third party fails or refuses to pay such amounts to IMUSIC BOSS upon IMUSIC BOSS's request.

16. Indemnification:

(a) Indemnification. You hereby agree to indemnify, defend, and hold IMUSIC BOSS harmless from and against any and all damages, claims, liabilities, costs, losses, and expenses (including, but not limited to, legal costs and attorneys’ fees) (collectively, “Claims”) arising out of any breach or alleged breach of any of the warranties, representations, covenants or agreements made by you in this Agreement, including, but not limited to, any Claims made by a PRO or music publisher with respect to any public performances or communications to the public of any musical works embodied in Your Content, any contributor to any sound recording included within Your Content, including claims from any unions, guilds, background musicians or vocalists, engineers, etc., or any other party for any use or misuse of any other forms of intellectual property or proprietary rights in Your Content, including, but not limited to, trademark rights and invasions of the right of privacy or publicity. You agree to reimburse us, on demand, for any payment made by us at any time with respect to any Claims to which the foregoing indemnity applies. Pending the resolution of any claim, demand, or action, we may, at our election, withhold payment of any monies otherwise payable to you hereunder in an amount which does not exceed your potential liability to us pursuant to this Section.

(b) Indemnification Request. If we make an indemnification request to you under this Section, we may permit you to control the defense, disposition or settlement of the matter at your own expenses, provided that you shall not, without our prior written consent, enter into any settlement or agree to any disposition that requires any admission of liability by IMUSIC BOSS or imposes any conditions or obligations on IMUSIC BOSS other than the payment of monies that are readily measurable for purposes of determining your monetary indemnification or reimbursement obligations to us. If we, in our reasonable and good faith judgment conclude that you are not capable of defending your or our interests against any Claims, then we shall have the option to control the defense in any matter or litigation through counsel of our own choosing to defend against any such Claim for which you owe IMUSIC BOSS an indemnification, and the costs of such counsel, as well as any court costs, shall be at your expense.

17. Disclaimers:

(a) THE WEBSITE AND ANY THIRD-PARTY CONTENT, SOFTWARE, SERVICES OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE WEBSITE, ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE,” “WITH ALL FAULTS” BASIS WITHOUT REPRESENTATIONS AND WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.

(b) TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, IMUSIC BOSS AND ITS AFFILIATES, PARTNERS, LICENSORS AND SUPPLIERS HEREBY DISCLAIM ALL EXPRESS, IMPLIED AND STATUTORY WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM IMUSIC BOSS OR THROUGH THE WEBSITE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. IMUSIC BOSS AND ITS AFFILIATES, PARTNERS, LICENSORS, AND SUPPLIERS DO NOT WARRANT THAT THE WEBSITE OR ANY PART THEREOF, OR ANY SERVICES PROVIDED BY IMUSIC BOSS, WILL BE UNINTERRUPTED, OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED. YOU UNDERSTAND AND AGREE THAT YOU USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN INFORMATION, MATERIALS, OR DATA THROUGH THE WEBSITE OR ANY ASSOCIATED SITES OR APPLICATIONS, AND OFFER YOUR CONTENT VIA THE SERVICES, AT YOUR OWN DISCRETION AND RISK, AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM, HANDSET, OR ANY OTHER DEVICE OR PERIPHERAL USED IN CONNECTION WITH THE WEBSITE) OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH MATERIAL OR DATA.

18. Limitation of Liability; Basis of the Bargain:

(a) IMUSIC BOSS SHALL NOT BE LIABLE TO YOU FOR SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OF ANY NATURE, FOR ANY REASON, INCLUDING, WITHOUT LIMITATION, THE BREACH OF THIS AGREEMENT OR ANY TERMINATION OF THIS AGREEMENT, WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY) OR OTHERWISE, EVEN IF WE HAVE BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES. IMUSIC BOSS SHALL ALSO NOT BE LIABLE FOR ANY ROYALTIES, FEES, PAYMENTS OR DAMAGES ARISING OUT OF THE FAILURE OF ANY LICENSEE TO PAY IMUSIC BOSS OR YOU ANY ROYALTIES THAT ARE DUE FOR ANY USE OR MISUSE OF YOUR CONTENT, WHETHER PURSUANT TO AN EXISTING, EXPIRED OR TERMINATED AGREEMENT WITH IMUSIC BOSS OR OTHERWISE. IMUSIC BOSS’S TOTAL LIABILITY TO YOU FOR ANY BREACH OF THIS AGREEMENT SHALL IN ALL INSTANCES BE LIMITED TO THE AMOUNT OF MONIES ACTUALLY PAID TO YOU BY IMUSIC BOSS FOR THE DISTRIBUTION OR LICENSING OF YOUR CONTENT DURING THE SIX (6)-MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF YOUR CLAIM AGAINST IMUSIC BOSS.

(b) APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, YOU AGREE THAT BECAUSE SUCH DISCLAIMERS AND LIMITATIONS OF LIABILITY REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND IMUSIC BOSS, AND ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND IMUSIC BOSS, IMUSIC BOSS'S LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. YOU UNDERSTAND AND AGREE THAT IMUSIC BOSS WOULD NOT BE ABLE TO OFFER ITS SERVICES TO YOU ON AN ECONOMICALLY FEASIBLE BASIS WITHOUT THESE LIMITATIONS AND WOULD NOT OFFER SUCH SERVICES ABSENT A LIMITATION OF LIABILITY.

19. Dispute Resolution:

(a) Mandatory Arbitration. Please read this carefully. It affects your rights. YOU AND IMUSIC BOSS AND EACH OF OUR RESPECTIVE SUBSIDIARIES, AFFILIATES, PREDECESSORS IN INTEREST, SUCCESSORS, AND PERMITTED ASSIGNS AGREE TO ARBITRATION (EXCEPT FOR MATTERS THAT MAY BE TAKEN TO SMALL CLAIMS COURT), AS THE EXCLUSIVE FORM OF DISPUTE RESOLUTION EXCEPT AS PROVIDED FOR BELOW, FOR ALL DISPUTES AND CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR USE OF THE SERVICES. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. Please visit www.adr.org for more information about arbitration.

(b) Commencing Arbitration. A party who intends to seek arbitration must first send to the other, by certified mail, a written notice of intent to arbitrate (a “Notice”), or, in the absence of a mailing address provided by you to IMUSIC BOSS, to you via any other method available to IMUSIC BOSS, including via e-mail. The Notice to IMUSIC BOSS should be addressed to: [IMUSIC BOSS / ATTN: Brian Cochran 1107 E. Grand Ave. #A, Pomona, Ca. 91766] (the “Arbitration Notice Address”). The Notice must (i) describe the nature and basis of the claim or dispute; and (ii) set forth the specific relief sought (the “Demand”). If you and IMUSIC BOSS do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or IMUSIC BOSS may commence an arbitration proceeding as set forth below or file a claim in small claims court. THE ARBITRATION SHALL BE ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (“AAA”) IN ACCORDANCE WITH ITS COMMERCIAL ARBITRATION RULES AND THE SUPPLEMENTARY PROCEDURES FOR CONSUMER RELATED DISPUTES (THE “Rules”), AS MODIFIED BY THIS AGREEMENT. The Rules and AAA forms are available online at www.adr.org or by calling the AAA at 1-800-778-7879, or by writing to the Notice Address. If you are required to pay a filing fee to commence an arbitration against IMUSIC BOSS, IMUSIC BOSS will not reimburse you for your confirmed payment of the filing fee. You are solely responsible for the payment of the filing fee.

(c) Arbitration Proceeding. The arbitration shall be conducted in the English language. A single independent and impartial arbitrator shall be appointed pursuant to the Rules, as modified herein. You and IMUSIC BOSS agree to comply with the following rules, which are intended to streamline the dispute resolution process and reduce the costs and burdens on the parties: (i) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner to be chosen by the party initiating the arbitration; (ii) the arbitration shall not require any personal appearance by the parties or witnesses unless otherwise mutually agreed in writing by the parties; and (iii) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

(d) No Class Actions. YOU AND IMUSIC BOSS AGREE THAT YOU AND IMUSIC BOSS MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. FURTHER, YOU AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS OF MORE THAN ONE PERSON’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND THAT IF THIS SPECIFIC PROVISO IS FOUND TO BE UNENFORCEABLE, THEN THE ENTIRETY OF THIS MANDATORY ARBITRATION SECTION SHALL BE NULL AND VOID.

(e) Decision of the Arbitrator. Barring extraordinary circumstances, the arbitrator shall issue his or her decision within 120 days from the date the arbitrator is appointed. The arbitrator may extend this time limit for an additional 30 days in the interests of justice. All arbitration proceedings shall be closed to the public and confidential and all records relating thereto shall be permanently sealed, except as necessary to obtain court confirmation of the arbitration award. The award of the arbitrator shall be in writing and shall include a statement setting forth the reasons for the disposition of any claim. The arbitrator shall apply the laws of the State of Florida in conducting the arbitration. You acknowledge that this Agreement and your use of the Services and the Website evidences a transaction involving interstate commerce. The United States Federal Arbitration Act shall govern the interpretation, enforcement, and proceedings pursuant to the Mandatory Arbitration clause in this Agreement.

(f) Applicable Law. This Agreement and your use of the Services and the Website shall be governed by the substantive laws of the State of Florida without reference to its choice or conflicts of law principles. Only if the Mandatory Arbitration clause is deemed to be null and void, then all disputes arising between you and IMUSIC BOSS under this Agreement shall be subject to the exclusive jurisdiction of the state and federal courts located in Duval County, Florida, and you and IMUSIC BOSS hereby submit to the personal jurisdiction and venue of these courts.

(g) Equitable Relief. The foregoing provisions of this Dispute Resolution section do not apply to any claim in which IMUSIC BOSS seeks equitable relief of any kind. You acknowledge that, in the event of a breach of this Agreement by IMUSIC BOSS or any third party, the damage or harm, if any, caused to you will not entitle you to seek injunctive or other equitable relief against IMUSIC BOSS, and your only remedy shall be for monetary damages, subject to the limitations of liability set forth in this Agreement.

(h) Claims. You and IMUSIC BOSS agree that, notwithstanding any other rights the party may have under law or equity, any cause of action arising out of or related to this Agreement, the Services or the use of the Website, excluding a claim for indemnification, must commence within one year after the cause of action accrues. Otherwise, such cause of action is permanently barred.

(i) Improperly Filed Claims. All claims you bring against IMUSIC BOSS must be resolved in accordance with this Dispute Resolution section. All claims filed or brought contrary to this Dispute Resolution section shall be considered improperly filed. Should you file a claim contrary to this Dispute Resolution section, IMUSIC BOSS may recover attorneys’ fees and costs up to $5,000, provided that IMUSIC BOSS has notified you in writing of the improperly filed claim, and you have failed to promptly withdraw the claim.

20. General Provisions:

(a) Relationship of the Parties. The parties hereto agree and acknowledge that the relationship between them is that of independent contractors. This Agreement shall not be deemed to create an agency, partnership or joint venture between you and IMUSIC BOSS, and IMUSIC BOSS shall not have a fiduciary obligation to you as a result of your entering into this Agreement.

(b) Entire Agreement. This Agreement together with the TOS contains the entire understanding of the parties relating to the subject matter hereof. This Agreement (including all Addenda) supersedes all previous agreements or arrangements between you and IMUSIC BOSS pertaining to the Services, provided that if you previously entered into a digital distribution or Print On Demand agreement with us in the past, and elected any options specifying or limiting the scope of the distribution of Your Content, the limitations and authorizations with respect to the distribution of Your Content shall remain in place under this Agreement and the applicable Addendum. This Agreement cannot be changed or modified except as provided herein.

(c) Waiver; Severability. A waiver by either party of any term or condition of this Agreement will not be deemed or construed as a waiver of such term or condition, or of any subsequent breach thereof. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable, such determination shall not affect any other provision hereof, and the unenforceable provision shall be replaced by an enforceable provision that most closely meets the commercial intent of the parties.

(d) Binding Effect. This Agreement will be binding on the assigns, heirs, executors, affiliates, agents, personal representatives, administrators, and successors (whether through merger, operation of law, or otherwise) of each of the parties.

(e) Notice. Any notice, approval, request, authorization, direction or other communication under this Agreement shall be given in writing and shall be deemed to have been delivered and given for all purposes on the delivery date if sent by electronic mail to the addresses provided to and by you upon registration with IMUSIC BOSS, or as properly updated, or, in the absence of a valid electronic mail address, via any other method IMUSIC BOSS may elect in its sole discretion, including, but not limited to, via posting on the Website.

(f) Governing Law; Dispute Resolution. This Agreement will be governed and interpreted in accordance with the laws of the State of California applicable to agreements entered into and to be wholly performed in California, without regard to conflict of laws principles. Any and all disputes arising out of this Agreement shall be resolved in the manner set forth in the TOS.

(g) Rights Cumulative. To the extent permitted by applicable law, the rights and remedies of the parties provided under this Agreement are cumulative and are in addition to any other rights and remedies of the parties at law or equity.

(h) Headings. The titles and headings used in this Agreement are for convenience only and are not to be considered in construing or interpreting this Agreement.

(i) No Third Party Beneficiaries. This Agreement is for the sole benefit of the parties hereto and their authorized successors and permitted assigns. Nothing herein, express or implied, is intended to or shall confer upon any person or entity, other than the parties hereto and their authorized successors and permitted assigns, any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

(j) Assignment. IMUSIC BOSS may assign its rights and obligations under this Agreement at any time to any party. You may not assign your rights and/or obligations under this Agreement without obtaining IMUSIC BOSS’s prior written consent.

21. Certain Definitions:

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

(a) Authorized Territory” means the universe, or more limited territories, to the extent so limited by you, during the IMUSIC BOSS registration process.

(b) “IMUSIC BOSS Widget” means a (i) software application available on the Website that you or someone authorized to act on your behalf may embed on third-party websites, (ii) link, code, script or any other software or instruction that you or someone authorized to act on your behalf may embed or place on a third-party website, including, but not limited to, social media websites such as Facebook, that permits a user of such third-party website to access content hosted and/or streamed from servers owned or controlled by or on behalf of IMUSIC BOSS, including Your Content, or (iii) standalone software available for use on mobile devices, smartphones (e.g., iPhones, Android phones), tablet computers (e.g., iPads), set-top boxes, and other hardware now known or hereafter developed (collectively, "Hardware"), that facilitates or enables the public performance, communication to the public or other transmission of Your Content via the Internet or any other transmission medium through such third-party websites or on or through any Hardware. The IMUSIC BOSS Widget may provide access to all of Your Content or give you the ability to control which of Your Content is available through third-party websites, as IMUSIC BOSS may choose in its sole discretion.

(c) “Print On Demand Service” means the service that enables you to market and have sold Physical Products via the Website.

(d) “Copyright Management Information” means the digital information conveying information regarding a Digital Master, including, by way of example and not limitation, the title of the applicable album, the name of the song, the ISRC code, the marketing label, and the record company name.

(e) “Digital Download and Radio Distribution Service” means the online services operated by IMUSIC BOSS for the sale, distribution and other content through the Website or through websites and services operated by IMUSIC BOSS.

(f) “Digital Master” or “Digital Masters” means a copy or copies of Your Content in digital form, whether created by you or IMUSIC BOSS.

(g) “Digital Performance Rights” means the rights to perform a copyrighted work publicly by means of a digital audio transmission.

(h) “Physical Product” means Your Content as fixed in physical product such as CDs, DVDs, LPs, etc.

(i) “Service” means either, any combination, or all of the Digital Download and Radio Distribution Service and the Print On Demand Service.

(j) “Threshold Amount” means the dollar amount set by you initially upon your registration with IMUSIC BOSS, or as subsequently modified by you, which amount shall in no event be less than $10.

(k) “Your Content” means sound recordings, video content (i.e., audiovisual works), and the musical works embodied in such sound recordings and video content, and any album related artwork, photos, liner notes, metadata and other material related to your sound recordings and video content that you have provided to IMUSIC BOSS, either by digital upload to the Website or by delivery of Physical Product, either directly or via a third party acting on your behalf. Any such sound recordings and video content (and the musical works embodied therein), artwork, photos, liner notes, metadata, or other material provided by you to IMUSIC BOSS, must be owned or controlled by you and/or have been cleared by you for all purposes and rights granted and authorized under this Agreement. For the avoidance of doubt, Your Content encompasses each sound recording and the musical work (i.e., the notes and lyrics) embodied in each sound recording.

PRINT ON DEMAND SERVICES ADDENDUM

Welcome to the IMUSIC BOSS Print On Demand Services Addendum between you and IMUSIC BOSS. This Print On Demand Services Addendum is part of and incorporates the terms of the IMUSIC BOSS Artist Agreement, and contains additional terms and conditions under which IMUSIC BOSS offers the Print On Demand Service. By electing to use the Print On Demand Services, you are subject to the terms and conditions of this Print On Demand Services Addendum and the IMUSIC BOSS Artist Agreement.

1. Additional Grant:

In addition to the rights granted in the IMUSIC BOSS Artist Agreement, you hereby grant to us the non-exclusive right, during the Term and throughout the Authorized Territory, to:

(a) Promote, sell, distribute, and deliver Your Content as Physical Product to purchasers and resellers who may use such Physical Products;

(b) Reproduce Your Content in Physical Product and as Clips;

(c) Publicly perform, communicate to the public, and distribute Your Content, including as Clips, to promote the sale and distribution of your Physical Product, including as embodied in a podcast; and

(d) Reproduce and publicly display any visual elements of Your Content (e.g., album cover artwork, images, etc.) received in Physical Product in digital form in connection with the promotion, advertisement, sale, and distribution of Your Content as embodied in Physical Product.

2. Print On Demand Services:

(a) Delivery of Your Content and/or Physical Product. You will ship or deliver to IMUSIC BOSS all of Your Content that you want to use with the Print On Demand Service in accordance with the applicable instructions on the Website. You must also ship or deliver all materials required to package and market any of your Products (e.g., CD inserts, album artwork, etc.). IMUSIC BOSS may, in its sole and exclusive discretion, determine whether all or any portion of Your Content complies with such instructions and is satisfactory for use with the Print On Demand Service.

(b) Costs of Creation and Delivery. You will be solely responsible for the creation of Your Content that you ship or deliver to IMUSIC BOSS and for all Physical Product that is held on Print On Demand by IMUSIC BOSS on your behalf, and will pay all costs associated with its creation and any copies made there from by you or on your behalf. Without limitation to the preceding sentence, you will be responsible for all shipping and handling charges and insurance on the Physical Product during shipment and delivery to IMUSIC BOSS.

Customer Returns. Customer returns sent to IMUSIC BOSS in new condition will be restocked, debited from your sales, and added back to active inventory. Any returned Physical Product that is defective or damaged will not be restocked, will be debited from your sales, and will be returned to you or recycled or destroyed, at IMUSIC BOSS’s discretion.

Insurance. 

You acknowledge and agree that IMUSIC BOSS does not carry insurance relating to Physical Product stored by IMUSIC BOSS under this Agreement, and IMUSIC BOSS shall have no responsibility or liability for any damage, destruction, loss or other impairment of any of Your Content absent IMUSIC BOSS’s gross negligence or intentional misconduct. If you desire for the Your Content when embodied in Physical Product to be insured, then you must obtain such insurance at your expense.

3. Pricing:

You may set the price of and discounts for Your Content as embodied in Physical Product, provided that your price, including any discount, must exceed Four Dollars ($4.00) per unit of Physical Product (the “IMUSIC BOSS Minimum”). You may set the price for Your Content as embodied in Digital Content, provided that you price not exceed One Dollar and Twenty nine cents ($1.29) per single. 

4. Payment for Physical Product Sales:

For each sale of your Physical Product through the Website (or sold by IMUSIC BOSS through its distributors), IMUSIC BOSS will subtract Sales Tax, the IMUSIC BOSS Minimum, and such other fees as may be listed on the Website for shipping, handling, and processing from the aggregate amounts collected from customers and distributors, and remit to you any remaining amounts. IMUSIC BOSS will use commercially reasonable efforts to make a payment to you (by PayPal) for Physical Product sales no later than 15 days after amounts were actually received by IMUSIC BOSS and your Threshold Amount has been met. The default Threshold Amount is $50 and can be changed at any time as long as it equals or exceeds the Minimum Threshold of $10. Funds are distributed via PayPal payment only, which will incur a processing fee of $1.50 USD per transaction.

DIGITAL DISTRIBUTION ADDENDUM

Welcome to the IMUSIC BOSS Digital Distribution Addendum between you and IMUSIC BOSS. This Digital Distribution Addendum is part of and incorporates the terms of the IMUSIC BOSS Artist Agreement, and contains additional terms and conditions under which IMUSIC BOSS offers the Digital Download and Radio Distribution Service.

1. Additional Authorization:
Selling Your Content on the Website is non-exclusive (meaning you have the right to sell your music and videos directly). 

2. Additional Grant:
In addition to the rights granted in the IMUSIC BOSS Artist Agreement, You hereby grant to us the exclusive right to:

(a) Reproduce, promote, sell, distribute, and deliver Your Content as Digital Masters to purchasers and resellers who may use such Digital Masters in accordance with usage rules approved by us and pursuant to any limitations imposed by your distribution preferences (e.g., only Digital Master Sales);

(b) Use and authorize others to license the use and sale of Your Content in connection with all manner of phone services, such as, but not limited to, sales or licenses of Your Content as downloads (including, without limitation, downloads to cell phones) and for use as ringtones (including mastertones) and ringback tones;

(c) Use so‑called “kiosks” to reproduce, distribute, market, and promote Your Content, including, without limitation, by allowing the burning of compact disc and DVD copies of any of Your Content (to the extent not expressly prohibited by you) or by allowing a copy of Your Content to be transferred to digital storage devices, including smartphones and other handheld devices (e.g., iPods, USB drives, etc.);

(d) Use and authorize others to allow copies of Your Content to be distributed as so-called “conditional” downloads, whether tethered to a device, time limited, play limited or otherwise;

(e) “Stream” and authorize others to “stream” Your Content on-demand as part of an Internet radio service, on a multi-channel video programming distribution service, or via any other interactive distribution platform or technology, whether now known or hereafter developed, or as part of a non-interactive service; and

(f) Reproduce, distribute, and publicly display visual elements of Your Content (e.g., album cover artwork, images, etc.) in connection with the promotion, advertisement, sale, and distribution of Your Content.

(g) Create and authorize others to create fingerprints of Your Content for purposes of audio recognition, which shall remain the property of IMUSIC BOSS and/or its third party partners; and

(h) Use and authorize others to license the use of any album related artwork, photos, liner notes, metadata and other material related to, but not including, your sound recordings and video content that you have provided to IMUSIC BOSS in perpetuity.

4. Payments to You:

(a) Wholesale rates. For digital content resold through our Licensees (including, by way of example and not limitation, iTunes, Amazon.com, eMusic, Rhapsody, and other partners), we will pay you an amount equal to eighty percent (80%) of the net wholesale price actually received by us from our Licensees for the sale or other licensed uses of your Digital Masters (the “License Fee”) net of Sales Tax. Distribution fees owed to IMUSIC BOSS by any entity with whom IMUSIC BOSS has entered into a contractual relationship that are not received or collected by IMUSIC BOSS (e.g., as a result of the other party’s failure to perform under a contract) are not included within the calculation set forth in this Section3(a).

Digital Performance Rights. We will pay you an amount equal to one-hundred percent (100%) of the Digital Sales Revenue collected from sales on our site.

(d) Payment Terms. We will attempt to provide you with accounting details on a monthly basis in the secure members’ login area at http://iMusic Bossa.com, but we shall not be deemed in breach of this Addendum for failure to provide you with such information on a daily basis. We will use commercially reasonable efforts to provide you with payments for digital sales via by PayPal only. All accountings rendered and payments made by IMUSIC BOSS to you shall be binding upon you and not subject to any objection for any reason unless specific objection in writing, stating the basis thereof is given to IMUSIC BOSS within one (1) year from the date rendered. Statements and payments shall be sent in accordance with the relevant instructions in the Registration. No generalized objection (such as, but not limited to, a generalized claim of over-reporting of deductions or underreporting of income or any similar generalization) shall be deemed a valid objection.

9. LIMITATION OF LIABILITY: BASIS OF BARGAIN. THE LIABILITY LIMITATIONS APPLICABLE TO IMUSIC BOSS UNDER THE IMUSIC BOSS MEMBER AGREEMENT WILL ALSO BE AFFORDED TO LICENSEES AND LICENSEE CUSTOMERS (WITH LIABILITY BEING LIMITED TO THE AMOUNT THAT WAS PAID BY THE APPLICABLE LICENSEE TO IMUSIC BOSS FOR THE LICENSED USE OF YOUR AUTHORIZED CONTENT IN THE SIX MONTHS PRIOR TO THE APPLICABLE DISPUTE). APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH CASES YOU AGREE THAT BECAUSE SUCH DISCLAIMERS AND LIMITATIONS OF LIABILITY REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND OUR LICENSEES, AND ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND IMUSIC BOSS, OUR LICENCEES' AND LICENSEE CUSTOMERS' LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. YOU UNDERSTAND AND AGREE THAT OUR LICENSEES WOULD NOT BE ABLE TO OFFER THEIR SERVICES ON AN ECONOMICALLY FEASIBLE BASIS WITHOUT THESE LIMITATIONS AND WOULD NOT OFFER SUCH SERVICES ABSENT A LIMITATION OF LIABILIY.

10. Indemnification.
a. Indemnification. You hereby agree to indemnify, defend and hold harmless IMUSIC BOSS and Licensees and customers of Licensees exercising rights consistent with the grant of rights set forth in this Addendum, from and against any and all damages, claims, liabilities, costs, losses, and expenses (including, but not limited to, legal costs and attorneys' fees) (collectively, "Claims") arising out of any breach or alleged breach of any of the warranties, representations, covenants or agreements made by you in this Addendum. You agree to reimburse us, on demand, for any payment made by us at any time with respect to any Claims to which the foregoing indemnity applies. Pending the resolution of any claim, demand, or action, we may, at our election, withhold payment of any monies otherwise payable to you hereunder in an amount which does not exceed your potential liability to us pursuant to this Section 10(a).

b. Indemnification Request. If we make an indemnification request to you under this Section, we may permit you to control the defense, disposition or settlement of the matter at your own expenses, provided that you shall not, without our prior written consent, enter into any settlement or agree to any disposition that requires any admission of liability by IMUSIC BOSS or any Licensee or customer of a Licensee or imposes any conditions or obligations on IMUSIC BOSS or a Licensee or customer of a Licensee (for the purposes of this Section 10, the "Indemnified Parties") other than the payment of monies that are readily measurable for purposes of determining your monetary indemnification or reimbursement obligations to the Indemnified Parties. If the Indemnified Parties, in their reasonable and good faith judgment conclude that you are not capable of defending the interests of one or more of the Indemnified Parties against any Claims, then the Indemnified Parties, either individually or collectively, shall have the option to control the defense in any matter or litigation through counsel of their own choosing to defend against any such Claim for which you owe the Indemnified Parties an indemnification, and the costs of such counsel, as well as any court costs, shall be at your expense.

11. DISPUTE RESOLUTION. YOU AGREE THAT IN THE EVENT YOU INITIATE A CLAIM OR DISPUTE AGAINST A LICENSEE, SUCH CLAIM OR DISPUTE MUST BE RESOLVED EXCLUSIVELY IN THE MANNER THAT CLAIMS AGAINST IMUSIC BOSS ARE RESOLVED UNDER THE IMUSIC BOSS MEMBER AGREEMENT, AND THAT FOR CLAIMS OR DISPUTES AGAINST A LICENSEE, SUCH LICENSEE WILL BE ENTITLED TO ALL BENEFITS OF THE DISPUTE RESOLUTION PROVISIONS OF THE IMUSIC BOSS MEMBER AGREEMENT.

12. Miscellaneous.
(a) Construction. Wherever the words "include," "includes" or "including" are used in this Addendum, they shall be deemed to be followed by the words without limitation. In relation to the rights, remedies, and benefits granted hereunder, and the representations and warranties herein, the term "Licensees" is deemed to include Licensees' sublicensees as well as Licensees' successors and assigns.

(b) No Minimum Use Guarantees. You agree that IMUSIC BOSS makes no guarantees regarding any minimum amount of uses or minimum payments that may be generated from the use of Your Authorized Content pursuant to this Addendum.

 

IMUSIC BOSS MEMBER AGREEMENT

IMUSIC BOSS Membership Fees:
Upon signing up and paying your membership fee you will receive an automated email requesting your music be uploaded to our system. This is stated on the confirmation screen of the sign-up form. 

  • You are expected to send your music and all other information with in 14 days of your initial membership fee payment. 
  • No refunds on membership payment is allowed after 14 days of initial payment. 
  • Membership with IMUSIC BOSS is on a yearly basis.
  • Membership Fees must be made on the anniversary of your initial payment. 


IMUSIC BOSS Members Page
You are being provided an Artist Page on the IMUSIC BOSS site (www.iMusic Bossa.com) as part of your membership. This page is the property of IMUSIC BOSS and as such the following rules must be adhered to:

1) You may submit updates to your Artist page including bio, pictures, videos website links etc.
2) All updates must be approved by IMUSIC BOSS. 
3) You may not solicit funds through the site, artist page, in any format. 
4) You may have website links in your bio but the links cannot be active. 

 

IMUSIC BOSS CONCERT SERIES AND CHAPTER TERMS OF SERVICE AGREEMENT

Chapter Members:

  • To join a chapter an artist must be a member of IMUSIC BOSS.
  • Dues are strictly used to pay for concerts throughout the year. 
  • IMUSIC BOSS Members who wish to perform in chapter concerts must be current on their local chapter dues. Chapter dues are used to offset the cost of concerts, equipment and promotions in each city. 
  • Chapter dues are non-refundable.
  • IMUSIC BOSS Members are assigned to the Chapter nearest their state of residence. If a chapter is not close to their state of residence, the member may submit dues and select a city to perform in. Once a chapter is established in your area, the artist will receive credit for their dues and be reassigned to their local chapter. 
  • IMUSIC BOSS members may not be reassigned to a different chapter without written notice and approval. 

Performances:

  • Member performances are based on a first come first serve basis. If the artist is unable to perform at the requested concert, the artist will be offered to perform at the next available event for the city requested. 
  • Members must provide their PERFORMANCE TRACKS for concert performances. (A performance track is not the same as a Radio Edit or the version made available for sale on CD or digital distribution). 
  • Members are not allowed to stop the flow of the concert for any reason. This means that an artist is not allowed to provide a testimony before or after their performance. Any artist that attempts to change the format of the concert will be suspended from performing at future events for a period of 12 months. 
  • Members agree to arrive ON TIME for sound check. 
  • Member agrees to come to the pre-rehearsal/dress rehearsal (additional instructions will be given at this time).  
  • Member agrees to perform no more than 2 songs. 
  • Medleys CANNOT be performed. 
  • Cover songs CANNOT be performed. 
  • Member CANNOT perform music to which they do not own the copyright or have legal permission to perform. 
  • IMUSIC BOSS will not be held liable for any copyright issues or royalty issues regarding any music performed. 
  • Member is responsible for their own transportation and lodging to and from all events, rehearsals, sound checks, etc. 
  • Member agrees to NOT hold IMUSIC BOSS liable for any accidents, acts of God, loss of product, unpaid hotel bills or any other costs that may incur as a result of traveling to, attending and traveling from any IMUSIC BOSS event.
  • Member agrees to conduct him/herself in a professional manner. If the artist is guilty of foul conduct that places IMUSIC BOSS, its affiliates, member or partners in any undesirable situations the member will be denied performance and will be in jeopardy of having their membership terminated. If the artists membership is terminated their music will be removed from digital distribution and a cease and desist will be issued to the entire network of affiliates.
  • All concerts relative to the IMUSIC BOSS Concert Series must l be planned and approved by IMUSIC BOSS.


IMUSIC BOSS Agrees:

  • to provide fliers for concerts
  • to promote each concert via social media and sponsored ads. 
  • to share in any costs for venue, as necessary. 
  • that if an offering is raised at a venue, IMUSIC BOSS will use the funds to offset the cost of the event. All extra funds will be used towards future events. ​

 

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