Fully Scored Music Limited - Terms and Conditions
www.fullyscoredmusic.com
1. Introduction
1.1 www.fullyscoredmusic.com (the "Site") is a site operated by Fully Scored Music Limited (the "Company”, "we", "us", "our"). We are a B2B music licensing company. We are registered in England and Wales under company number 14140029 and we have our registered office at 4th Floor, Queens House, 180-182 Tottenham Court Road, London, W1T 7PD, United Kingdom.
1.2 The Site allows our customers ("you”, "your") to review and audition our master recordings (the "Recordings") in which we control and/or own all rights of copyright and all other rights including synchronisation rights (the "Master Rights") and allows you to apply for a master use synchronisation licence in the Recordings ("Master Use Synch Licence"). We do not own or control the underlying musical work embodied in the Recordings ("the Composition") and prior to obtaining a Master Use Synch Licence from us, you must obtain the necessary permissions from the rights holder(s) in the Composition (as is more fully particularised herein).
1.3 These terms and conditions (the "Terms") apply to your use of the Site. By using our Site, you confirm that you accept these Terms and that you agree to comply with them. If you do not agree to these Terms, you must not use our Site.
2. Other terms and changes to these Terms
2.1 These Terms incorporate the following additional terms which also apply to your use of our Site:
(i) our Privacy Notice; and
(ii) our Cookie Policy.
2.2 We may update and change our Site from time to time. Amendments will take effect when posted on our Site.
2.3 We may amend these Terms from time to time. Every time you wish to use our Site, please check these Terms to ensure you understand the terms that apply at that time.
3. Using our Site
3.1 The content on our Site is provided for general information only. It is not intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the content on our Site.
3.2 Although we make reasonable efforts to update the information on our Site, we make no representations, warranties or guarantees, whether express or implied, that the content on our Site is accurate, complete or up to date.
3.3 We do not guarantee that our Site, or any content on it, will always be available or be uninterrupted. We may suspend or withdraw or restrict the availability of all or any part of our Site for business and operational reasons. We will try to give you reasonable notice of any suspension or withdrawal.
3.4 You are also responsible for ensuring that all persons who access our Site through your internet connection are aware of these Terms and other applicable terms and conditions, and that they comply with them.
3.5 We do not guarantee that our Site will be secure or free from bugs or viruses.
3.6 You are responsible for configuring your information technology, computer programmes and platform to access our Site. You should use your own virus protection software.
3.7 You must not misuse our Site by knowingly introducing viruses, trojans, worms, logic bombs or other material that is malicious or technologically harmful. You must not attempt to gain unauthorised access to our Site, the server on which our Site is stored or any server, computer or database connected to our Site. You must not attack our Site via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our Site will cease immediately.
4. Our Services
4.1 The Site provides information about our Company and the Recordings controlled by us and the related Master Rights. Our Site and services are for business-business use only.
4.2 The Site has a facility so that you can listen to the Recordings in accordance with 4.3 below
4.3 Subject to you obtaining the correct permissions, you can apply to access a Recording via a third party platform, DISCO. See Section 7 of these Terms for more information on how to register for a DISCO Library Account.
4.4 Subject to you obtaining the necessary rights, permissions and authorisations from the rights holders in the Composition, you can apply to us for a Master Use Synch Licence in the Recordings. The use of any Recording is strictly prohibited without you having obtained such licence.
5. Grant of Master Rights
5.1 We cannot grant you any Master Use Synch Licence in the Recordings until we have received and approved evidence of your necessary rights, permissions and authorisations from rights holder(s) in the Compositions. All such evidence must be obtained in writing.
5.2 All Master Rights are granted at our sole and absolute discretion and we reserve the right to refuse to grant you any rights in the Recordings for any reason, with or without prior notice to you.
6. Invoicing and Payment
6.1 In order to pay for the Master Use Synch Licence fees, you must send us a purchase order [via email]. Once we have received your purchase order, we will send you an invoice for the Master Rights in the Recording(s).
6.2 We will only issue you with a licence for the Master Rights in the Recording(s): (i) upon full and final payment of our invoice; and (ii) upon our approval of written evidence as referred to in part 5 above.
6.3 Use of the Recordings (or any part thereof) is strictly prohibited until and unless all the conditions of clause 6.2 and all other licence conditions are adhered to.
7. Registration for a DISCO Library Account
7.1 If you wish to listen to our Recordings, you must create a free authorised DISCO Library Account .
7.2 For the purposes of verifying your identity we shall use the data provided by you to establish the veracity of all the information you have provided when registering with the Site, and your entitlement to use the Site and the services.
7.3 We reserve the right to terminate suspend or restrict accounts without notice to you should you commit any breach of these Terms, or in our reasonable discretion we believe it is your intention to commit a breach of these Terms, or we believe you are acting contrary to the spirit of these Terms.
7.4 Your use of the DISCO Library Account will be subject to DISCO's own Terms and Conditions and Privacy Policy. We accept no responsibility for any third party websites or any information you may obtain from them.
8. General Conduct When Using the Site
8.1 You must not use any part of the content on our Site for commercial purposes without obtaining a licence to do so from us or our licensors.
8.2 You must not use the Site in any way that causes, or is likely to cause, the Site or access to it to be interrupted, damaged or impaired in any way. You understand that you are responsible for all electronic communications and content sent from your computer to us and you must use the Site for lawful purposes only.
8.3 You must not use the Site:
(i) for any fraudulent purposes;
(ii) in connection with a criminal offence or other unlawful activity;
(iii) to send, use or reuse any content or material that (a) is illegal, offensive, abusive, indecent, defamatory, obscene or menacing; (b) will infringe copyright, trademark, confidence, privacy or any other right; or (c) consists of or contains software viruses, political campaigning, commercial solicitation, chain letters, mass mailings or any "spam".
8.4 You shall not conduct, facilitate authorise or permit any text or data mining or web scraping in relation to our Site or any services provided via, or in relation to, our Site.
8.5 You may not create and/or publish your own database that features substantial parts of the Site without our prior written consent.
9. Intellectual Property
9.1 We are the owner or the licensee of all intellectual property rights in our Site and in the material published on it. Those works are protected by copyright laws and treaties around the world. All such rights are reserved. We own and/or control all rights in and to the Recordings.
9.2 You are not permitted to use our trademarks without our prior written approval.
10. Data Protection
We will only use your personal information as set out in our Privacy Notice.
11. Third Party Links
11.1 We have no control over the content of third party sites and cannot guarantee the reliability of any links to third party sites nor can we provide any guarantees or accept any liability in respect of the content on such third party sites.
11.2 You may create hyperlinks to the homepage of our Site without our prior written consent provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it. All such permitted hyperlinks must make it clear that the hyperlink is to our Site and that it is in no way affiliated to any third party.
11.3 You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists.
11.4 You must not establish a link to our Site in any website that is not owned by you.
11.5 Our Site must not be framed on any other site, nor may you create a link to any part of our Site other than the home page.
11.6 We reserve the right to withdraw linking permission without notice.
11.7 If you wish to link to or make any use of content on our Site other than that set out above, please contact info@fullyscoredmusic.com
12. Compliance with Laws
You agree to comply with all applicable laws, statutes and regulations concerning your use of the Site.
13. Liability
13.1 We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors and for fraud or fraudulent misrepresentation
13.2 We exclude all implied conditions, warranties, representations or other terms that may apply to our Site or any content on it.
13.3 We will not be liable to you for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with:
(i) use of, or inability to use, our Site; or
(ii) use of or reliance on any content displayed on our Site.
13.4 In particular, we will not be liable for:
(i) loss of profits, sales, business, or revenue;
(ii) business interruption;
(iii) loss of anticipated savings;
(iv) loss of business opportunity, goodwill or reputation; or
(v) any indirect or consequential loss or damage.
14. Indemnity
You will indemnify us, our affiliates and our and their respective officers, directors, agents and employees against any losses, damages, costs, expenses (including reasonable legal fees) or other claims arising out of or in connection with any breach of your obligations in these Terms.
15. Notices
Any notices you wish to send to us should be emailed to info@fullyscoredmusic.com Any notices that we may wish to draw to your attention will be displayed on our Site.
16. Invalidity
If any part of the terms of these Terms is unenforceable (including any provision in which we exclude our liability to you) the enforceability of any other part of these Terms will not be affected.
17. No Waiver
A waiver by us of any provision of these Terms in a particular instance shall not be deemed or construed to be a waiver of such provision or condition for the future or affect our rights in respect of any subsequent breach of the provisions of these Terms. All rights and remedies contained in these Terms shall be distinct, separate and cumulative and no action or inaction by us shall operate to exclude or deprive us of any other rights allowed by law.
18. Third Party Rights
No third party shall be deemed under these Terms to have enforceable rights by virtue of the Contracts (Rights of Third Parties Act) 1999 or other equivalent legislation.
19. Governing Law and Jurisdiction
These Terms (and any dispute, controversy, proceedings or claim of whatever nature in relation to them) shall be governed and interpreted in accordance with English law and the English courts shall have exclusive jurisdiction in relation to them.