Terms and Conditions

IndieByChoice.com (“IndieByChoice”) is owned and operated by Underground Media L.L.C. ("Underground Media"). IndieByChoice.com is a music-oriented content and information website that provides a service to musical artists (each an "Artist" and collectively "Artists") to post information regarding themselves as well as musical content owned and/or created by them. Unless explicitly stated otherwise, any current, updated and new products and services ("Products and Services"), including the addition of new properties shall be subject to these General Terms and Conditions of Use ("Terms and Conditions").

When you are using any service or product on IndieByChoice that does not have a separate legal agreement, the Terms and Conditions set forth here will apply. In addition, Underground Media also may offer other services from time to time that are governed by the terms of service of the respective service partners. Underground Media reserves the right to amend these Terms and Conditions at any time.

By using IndieByChoice you agree to be bound by these Terms and Conditions, whether or not you register as a listener ("Listener"). Because the Terms and Conditions contain legal obligations, please read them carefully.

The Terms and Conditions contain a variety of provisions that are generally applicable to the Products and Services and some provisions that apply to particular Products and Services. You should understand that you will be bound by the entire Terms and Conditions.

1. ACCEPTANCE

By using the Products and Services, you agree, without limitation or qualification, to be bound by, and to comply with, these Terms and Conditions and any other posted guidelines or rules applicable to IndieByChoice or any Product or Service. All such guidelines and rules are hereby incorporated by reference into the Terms and Conditions.

2. CONDITIONS AND RESTRICTIONS ON USE

Use of the Products and Services is subject to compliance with these Terms and Conditions. You shall be authorized to use the Products and Services for personal, non-commercial use only. You acknowledge and agree that Underground Media may terminate your access to the IndieByChoice or to any of the Products and Services should you fail to comply with the Terms and Conditions or any other guidelines and rules published by Underground Media. Any such termination shall be in Underground Media's sole discretion and may occur without prior notice, or any notice. Underground Media further reserves the right to terminate any user's access to IndieByChoice or to any of the Products and Services for any conduct that Underground Media, in its sole discretion, believes is or may be directly or indirectly harmful to other users, to Underground Media or its subsidiaries, affiliates, or business contractors, or to other third parties, or for any conduct that violates any local, state, federal, or foreign laws or regulations. Underground Media further reserves the right to terminate any user's access to IndieByChoice or to any of the Products and Services for any reason or for no reason at all, in Underground Media 's sole discretion, without prior notice, or any notice.

In order to use the Products and Services, users must have access to the World Wide Web and must navigate the Internet to http://www.indiebychoice.com. Where there is mature or adult content on IndieByChoice, individuals who are less than 18 years of age or are not permitted to access such content under the laws of any applicable jurisdiction may not access such content. With respect to general audience content, if Underground Media learns that anyone under the age of 13 has accessed the Products and Services, Underground Media will require verified parental consent, in accordance with the Children's Online Privacy Protection Act of 1998 ("COPPA"). Certain areas of IndieByChoice, however, may not be available to children under 13 under any circumstances.

Underground Media does not discriminate on the basis of age, gender, race, ethnicity, nationality, religion, sexual orientation, or any other protected status.

3. REGISTRATION AND PRIVACY

Certain of the Products and Services will require the user to register and provide certain data. In consideration of use of such Products and Services, in registering and providing such data, you represent and warrant that: (a) the information about yourself is true, accurate, current, and complete (apart from optional items) as required by various Underground Media registration forms ("Registration Data") and (b) you will maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Underground Media has a reasonable ground to suspect that such information is untrue, inaccurate, not current or incomplete, Underground Media has the right to suspend or terminate your account and refuse any and all current or future use of the Products and Services.

All Underground Media registrations become the exclusive property of Underground Media. Underground Media reserves the right to use and reuse all registration and other personally identifiable user information subject to Underground Media's Privacy Policy. Users may edit, update, alter or obscure their personally identifiable information at any time by following the instructions located in IndieByChoice's Privacy Policy.

You acknowledge receipt of IndieByChoice's Privacy Policy, including our Notice Regarding the Privacy of Children Under 13 While on Unsigned.

4. RESPONSIBILITY FOR MINORS

In cases where you have authorized a minor to use the Products and Services, you recognize that you are fully responsible for: (i) the online conduct of such minor; (ii) controlling the minor's access to and use of the Products and Services; and (iii) the consequences of any misuse by the minor. YOU ACKNOWLEDGE THAT SOME AREAS OF UNSIGNED MAY CONTAIN MATERIAL THAT IS INAPPROPRIATE FOR MINORS.

5. LISTENER AND USER CONDUCT

You acknowledge and agree that all information, code, data, text, software, music, sound, photographs, pictures, graphics, video, chat, messages, files, or other materials ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from which such Content originated. This means that you, and not Underground Media, are entirely responsible for all Content that you upload, post, email or otherwise transmit via the Services. Underground Media does not control the user or third party Content posted via the Products and Services, and, as such, does not guarantee the accuracy, integrity or quality of such user or third party Content. You acknowledge and agree that by using the Products and Services, you may be exposed to Content that may be deemed offensive, indecent or objectionable. Nevertheless, you agree to use IndieByChoice at your sole risk. Under no circumstances will Underground Media be liable in any way for any user or third party Content, including, but not limited to, for any errors or omissions in any such Content, or for any loss or damage of any kind incurred as a result of the use of any such Content posted, emailed or otherwise transmitted via the Products and Services. As a general matter, Underground Media does not pre-screen user or third party Content posted on IndieByChoice, although Underground Media reserves the right to do so. Underground Media does not guarantee that any screening will be done to your satisfaction or that any screening will be done at all. Underground Media reserves the right to monitor some, all, or no areas of the Products and Services for adherence to these Terms and Conditions or any other rules or guidelines posted by Underground Media.

The Products and Services may only be used for the intended purpose for which such Products and Services are being made available.

Prohibited Conduct

You agree that you will not use Underground Media's Products and Services to:

  1. Upload, post, email, otherwise transmit, or post links to any Content, or select any member or user name or email address, that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, pornographic, libelous, invasive of privacy or publicity rights, hateful, or racially, sexually, ethnically or otherwise objectionable.
  2. Upload, post, email, otherwise transmit, or post links to any Content that promotes illegal activity, including without limitation the provision of instructions for illegal activity.
  3. Upload, post, email, otherwise transmit, or post links to any Content that exploits the images of children under 18 years of age, or that discloses personally identifying information belonging to children under 18 years of age.
  4. Harm minors in any other way.
  5. Make any sexual request on behalf of a minor or make any sexual request of a minor.
  6. "Stalk" or otherwise harass another.
  7. Collect or store personally identifying information about other users for commercial or unlawful purposes.
  8. Impersonate any person or entity, including, but not limited to, a Underground Media official, employee, consultant, or otherwise, or falsely state or otherwise misrepresent your affiliation with a person or entity.
  9. Employ misleading email addresses or falsify information in the header, footer, return path, or any part of any communication, including emails, transmitted through the Products and Services.
  10. Upload, post, email, otherwise transmit, or post links to any Content that you do not have a right to transmit under any law or regulation or under contractual or fiduciary relationships (such as inside information, or proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements).
  11. Upload, post, email, or otherwise transmit, or post links to any Content that facilitates hacking.
  12. Upload, post, email, otherwise transmit, or post links to any Content that infringes any patent, trademark, service mark, trade secret, copyright or other proprietary rights ("Rights") of any party, or contributing to inducing or facilitating such infringement. This prohibition shall include, without limitation, the following forms of software piracy:
    1. Making available copyrighted software or other Content that has had the copyright protection removed.
    2. Making available serial numbers for software that can be used to illegally validate or register software.
    3. Making available tools that can be used for no purpose other than for "cracking" software or other copyrighted Content.
    4. Making available any software files for which the user does not own the copyright or have the legal right to make available.
  13. Upload, post, email, otherwise transmit, or post links to any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation, except in those areas that are designated for such purpose.
  14. Upload, post, email, otherwise transmit, or post links to any material that contains software viruses, worms, Trojan horses, time bombs, trap doors or any other computer code, files or programs or repetitive requests for information designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or to diminish the quality of, interfere with the performance of, or impair the functionality of the Products and Services or IndieByChoice.
  15. Use automated means, including additional computers, software and scripts, to enhance play in Underground Media promotions, increase the number of plays of songs of any particular artist on IndieByChoice or increase traffic to the IndieByChoice artist site of any particular artist.
  16. Use automated means, including spiders, robots, crawlers, or the like to download data from any Underground Media Network database.
  17. Conduct your own contests and promotions.
  18. Upload, post, email, otherwise transmit, or post links to any Content regarding any raffle, contest or game requiring a fee by participants.
  19. Modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, perform, link, display or in any way exploit any Content from any Underground Media database, including, without limitation, by incorporating data from any Underground Media database into any e-mail or "white pages" products or serviced, whether browser-based, based on proprietary client-site applications, web-based, or otherwise.
  20. Sell, distribute, or make any commercial use of data obtained from any Underground Media database or make any other use of data from any Underground Media database in a manner which could be expected to offend the person for whom the data is relevant.
  21. Create and maintain a IndieByChoice artist site that (i) redirects to another web page or (ii) stores or hosts content for remote loading by other web pages. For example, you cannot create a IndieByChoice artist site, post pictures to the IndieByChoice artist site, and have other web pages call the IndieByChoice artist site to retrieve those pictures.
  22. Create and maintain a IndieByChoice artist site that contains hyperlinks to content not permitted on IndieByChoice.
  23. Disrupt the normal flow of dialogue in a chat room, cause a screen to "scroll" faster than other users of the Products and Services are able to type, or otherwise act in a manner that negatively affects other users' ability to engage in real time exchanges.
  24. Interfere with or disrupt the Products and Services or servers or networks connected to the Products and Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Products and Services.
  25. Upload, post, email, otherwise transmit, or post links to any material that is false, misleading, or designed to manipulate any equity, security, or other market.
  26. Disobey any Underground Media employee or representative or interfere with any action by any Underground Media employee or representative to redress any violation of these Terms and Conditions.
  27. Access the Products and Services after your account or access has been terminated by Underground Media.
  28. Fail to complete any transaction after submitting an order to purchase any goods or services from individual Artist sites, subject to the individual Artist site's terms and conditions governing such transactions.
  29. Submit any order to purchase goods or services from individual Artist sites where you do not intend to complete the transaction.
  30. Purchase any goods or services that you are prohibited from purchasing or possessing by any law applicable to you in your jurisdiction. The responsibility for ensuring compliance with all such laws shall be the user's alone. By submitting an order to purchase goods or services, you represent and warrant that you have the legal right to purchase such goods or services.
  31. Use any software deployed in connection with the Products and Services to process data as a service to other entities without the express written consent of Underground Media or the party from whom such software may be licensed.
  32. Decompile, disassemble, modify, translate, adapt, reverse engineer, create derivative works from, or sublicense any software deployed in connection with the Products and Services.
  33. Upload, post, email, otherwise transmit, or post links to any material, or act in any manner that is offensive to IndieByChoice community or the spirit of these Terms and Conditions.
  34. Advertise, offer for sale, or sell any of the following items:
    1. Any firearms, explosives, or weapons.
    2. Any food that is not packaged or does not comply with all laws governing the sale of food to consumers by commercial merchants.
    3. Any alcoholic beverages.
    4. Any tobacco products for human consumption, including, without limitation, cigarettes and cigars.
    5. Any items that are indecent or obscene, that are hateful or racially, sexually, ethnically or otherwise objectionable, that contain child pornography, that are otherwise pornographic in nature, or are harmful to minors.
    6. Any controlled substances or pharmaceuticals.
    7. Any counterfeit or stolen items.
    8. Any dangerous items.
    9. Any goods or services that do not, in fact, exist.
    10. Any registered or unregistered securities.
    11. Any items that violate or infringe the rights of other parties.
    12. Any items that you do not have the legal right to sell.
    13. Any items where paying Underground Media any of the required transactional or listing fees would cause Underground Media to violate any law.

You acknowledge and agree that Underground Media and its designees shall have the right (but not the obligation), in their sole discretion, to refuse to publish, remove, or block access to any Content that is available via the Products and Services at any time, for any reason, or for no reason at all, with or without notice. Without limitation Underground Media and its designees shall have the right (but not the obligation), in their sole discretion, to refuse to publish, remove, or block access to any Content that violates the Terms and Conditions or is otherwise objectionable as determined by Underground Media, in its sole discretion. Underground Media may also terminate access to, or membership in, IndieByChoice, or any portion thereof, for violating these Terms and Conditions. You acknowledge and agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content created by or obtained through the use of IndieByChoice, including without limitation, information posted on message boards.

You expressly acknowledge and agree that Underground Media may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the Terms and Conditions; (c) respond to claims that any Content violates the rights of third-parties; or (d) protect the rights, property, or personal safety of Underground Media, its users and the public. You acknowledge and agree that the technical processing and transmission of the Products and Services, including your Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. You further acknowledge and agree that other data collected and maintained by Underground Media with regard to its users may be disclosed in accordance with Underground Media's Privacy Policy.

Underground Media also may suspend or terminate any user account for any Product or Service because of user inactivity. What is considered "user inactivity" varies depending on the Product or Service. If one of your accounts is suspended or terminated for inactivity, your right to use such Product or Service immediately ceases.

6. LICENSE TO USER CONTENT

By posting Content on IndieByChoice, you warrant and represent that you own the Content posted by you or otherwise have the right to grant the license set forth in this section, and that your Content does not violate the privacy rights, publicity rights, copyright rights or other intellectual property rights of ant third party. You agree to pay for all royalties and fees owing to any person by reason of any Content you post on IndieByChoice.

With respect to any Content posted by or in connection with the Products and Services, you hereby grant Underground Media a world-wide, royalty free, irrevocable, perpetual license, alone or together or as part of other information, Content and/or material of any kind or nature, to use, copy, modify, publish, edit, translate, transmit, publicly display, publicly perform, create compilations, create derivative works of, distribute and otherwise exploit such Content, to publish and promote such Content in connection with the particular Products and Services (including, without limitation, for advertising and promotional purposes), to publish and promote such Content elsewhere within IndieByChoice, and to sublicense such rights through multiple tiers of sublicenses, all without any obligation to you, whether by way of compensation, attribution or otherwise. Such license shall apply with respect to any form, media, or technology now known or hereafter developed.

7. PROFILES

Listeners are invited to post content to their profile ("Profile") subject to the following limitations: (a) Underground Media may limit the amount of bandwidth dedicated to any account; and (b) Underground Media reserves the right to display advertising on Profile pages. Please consult the IndieByChoice Privacy Policy for special terms as they relate to Profiles. Profiles are governed by the entire Terms and Conditions, including, without limitation, Section 5 (Listener and User Conduct), and you are encouraged to review these terms carefully. Under no circumstances may Profiles be used to infringe the copyright or any other right of any person or entity. Underground Media reserves the right to modify or discontinue the Profiles service at any time, and you are encouraged to maintain back-up copies of the content you post on your Profile. The Profile service may only be used by people who are at least 13 years old.

By registering on IndieByChoice, you represent and warrant that all registration information you submit is truthful and accurate and that you will maintain the accuracy of such information. You further represent and warrant that you are 13 years of age or older and that your use of the IndieByChoice will not violate any applicable law. Your membership is for your sole, personal use, and you will not authorize others to use your account, including your Profile. You are solely responsible for all Content published or displayed through your account, and for your interactions with other Users.

Please choose carefully the information you post on your Profile and that you provide to other members. Your Profile may not include the following items: telephone numbers, street addresses, last names, and any photographs posted by you may not contain nudity or any personal information. Please read Section 5 above, Listener and User Conduct, for additional terms and conditions regarding your use of IndieByChoice.

The information provided by other users in their Profiles may contain inaccurate, inappropriate or offensive material, products or services for which Underground Media assumes no responsibility or liability.

Underground Media reserves the right, in its sole discretion, to reject, refuse to post or remove any Content posted by you, or to restrict, suspend, or terminate your access to all or any part of the Underground Media Network, including IndieByChoice, at any time, for any or no reason, with or without prior notice, and without liability.

8. DISCLAIMER OF WARRANTIES

THE PRODUCTS AND SERVICES ARE PROVIDED "AS IS," WITH NO WARRANTIES WHATSOEVER. ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS, ARE EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW. TO THE FULLEST EXTENT PERMITTED BY LAW, UNDERGROUND MEDIA DISCLAIMS ANY WARRANTIES FOR THE SECURITY, RELIABILITY, TIMELINESS, AND PERFORMANCE OF THE PRODUCTS AND SERVICES. TO THE FULLEST EXTENT PERMITTED BY LAW, UNDERGROUND MEDIA DISCLAIMS ANY WARRANTIES FOR OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE PRODUCTS AND SERVICES OR RECEIVED THROUGH ANY LINKS PROVIDED IN THE PRODUCTS AND SERVICES, AS WELL AS FOR ANY INFORMATION OR ADVICE RECEIVED THROUGH THE PRODUCTS AND SERVICES OR THROUGH ANY LINKS PROVIDED IN THE PRODUCTS AND SERVICES. UNDERGROUND MEDIA SIMILARLY DISCLAIMS, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY WARRANTIES FOR ANY INFORMATION OR ADVICE OBTAINED THROUGH THE PRODUCTS AND SERVICES.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT UNDERGROUND MEDIA DISCLAIMS ANY AND ALL RESPONSIBILITY OR LIABILITY FOR THE ACCURACY, CONTENT, COMPLETENESS, LEGALITY, RELIABILITY, OR OPERABILITY OR AVAILABILITY OF INFORMATION OR MATERIAL IN THE PRODUCTS AND SERVICES. UNDERGROUND MEDIA DISCLAIMS ANY RESPONSIBILITY FOR THE DELETION, FAILURE TO STORE, MISDELIVERY, OR UNTIMELY DELIVERY OF ANY INFORMATION OR MATERIAL. UNDERGROUND MEDIA DISCLAIMS ANY RESPONSIBILITY OR LIABILITY FOR ANY HARM RESULTING FROM DOWNLOADING OR ACCESSING ANY INFORMATION OR MATERIAL THROUGH THE PRODUCTS AND SERVICES, INCLUDING, WITHOUT LIMITATION, FOR HARM CAUSED BY VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES. UNDERGROUND MEDIA MAKES NO WARRANTY REGARDING THE RELIABILITY OR ACCESSIBILITY OF MEMBER WEB PAGES OR ANY STORAGE FACILITIES OFFERED BY UNDERGROUND MEDIA.

YOU UNDERSTAND AND AGREE THAT ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE PRODUCTS AND SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS IN THE DOWNLOAD OF SUCH MATERIAL.

Some jurisdictions do not allow the disclaimer of implied warranties. In such jurisdictions, the foregoing disclaimers may not apply to you insofar as they relate to implied warranties.

9. LIMITATION OF LIABILITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT UNDER NO CIRCUMSTANCES SHALL UNDERGROUND MEDIA OR ITS LICENSORS BE LIABLE TO ANY USER ON ACCOUNT OF THAT USER'S USE OR MISUSE OF AND RELIANCE ON THE PRODUCTS AND SERVICES. SUCH LIMITATION OF LIABILITY SHALL APPLY TO PREVENT RECOVERY OF DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, AND PUNITIVE DAMAGES (EVEN IF UNDERGROUND MEDIA OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). SUCH LIMITATION OF LIABILITY SHALL APPLY WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF AND RELIANCE ON THE PRODUCTS AND SERVICES, FROM INABILITY TO USE THE PRODUCTS AND SERVICES, OR FROM THE INTERRUPTION, SUSPENSION, OR TERMINATION OF THE PRODUCTS AND SERVICES (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES).

SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE PRODUCTS AND SERVICES OR RECEIVED THROUGH ANY LINKS PROVIDED IN THE PRODUCTS AND SERVICES, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED ON THE PRODUCTS AND SERVICES OR RECEIVED THROUGH ANY LINKS PROVIDED IN THE PRODUCTS AND SERVICES. SUCH LIMITATION SHALL APPLY, WITHOUT LIMITATION, TO THE COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOST PROFITS, OR LOST DATA. SUCH LIMITATION SHALL APPLY WITH RESPECT TO THE PERFORMANCE OR NON-PERFORMANCE OF THE PRODUCTS AND SERVICES OR ANY INFORMATION OR MERCHANDISE THAT APPEARS ON, OR IS LINKED OR RELATED IN ANY WAY TO, INDIEBYCHOICE. SUCH LIMITATION SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. SUCH LIMITATION SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW.

SUCH LIMITATION OF LIABILITY SHALL ALSO APPLY TO ANY DAMAGE CAUSED BY LOSS OF ACCESS TO, DELETION OF, FAILURE TO STORE, FAILURE TO BACK UP, OR ALTERATION OF PROFILES, ARIST PAGES OR OTHER CONTENT STORED THROUGHOUT INDIEBYCHOICE.

UNDER NO CIRCUMSTANCES SHALL UNDERGROUND MEDIA OR ITS LICENSORS BE HELD LIABLE FOR ANY DELAY OR FAILURE IN PERFORMANCE RESULTING DIRECTLY OR INDIRECTLY FROM ACTS OF NATURE, FORCES, OR CAUSES BEYOND ITS REASONABLE CONTROL, INCLUDING, WITHOUT LIMITATION, INTERNET FAILURES, COMPUTER EQUIPMENT FAILURES, TELECOMMUNICATION EQUIPMENT FAILURES, OTHER EQUIPMENT FAILURES, ELECTRICAL POWER FAILURES, STRIKES, LABOR DISPUTES, RIOTS, INSURRECTIONS, CIVIL DISTURBANCES, SHORTAGES OF LABOR OR MATERIALS, FIRES, FLOODS, STORMS, EXPLOSIONS, ACTS OF GOD, WAR, GOVERNMENTAL ACTIONS, ORDERS OF DOMESTIC OR FOREIGN COURTS OR TRIBUNALS, NON-PERFORMANCE OF THIRD PARTIES, OR LOSS OF OR FLUCTUATIONS IN HEAT, LIGHT, OR AIR CONDITIONING.

In some jurisdictions, limitations of liability are not permitted. In such jurisdictions, the foregoing limitation may not apply to you.

11. STORAGE

Many features of IndieByChoice store information on behalf of Listeners. Examples include, but are not limited to chat, Profiles and postings. Underground Media reserves the right, in its sole discretion, to limit the amount of storage space available per user or to delete materials stored for an excessive period while the Listener's account has been inactive.

12. ADVERTISERS AND CONTENT LINKED TO THE INDIEBYCHOICE NETWORK

Underground Media may provide, or third parties may provide, links to other sites or resources located on the World Wide Web by allowing a user to leave IndieByChoice to access third-party material or by bringing the third party material into this site via "inverse" hyperlinks and framing technology. Underground Media has no control over such sites and resources. You acknowledge and agree that Underground Media is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that Underground Media 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 use of or reliance on any such content, goods or services available on or through any such site or resource.

Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the IndieByChoice Products and Services, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that Underground Media shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Product and Services.

13. NO LICENSE; INTELLECTUAL PROPERTY OF INDIEBYCHOICE AND OTHERS

Except as expressly provided, nothing within any of the Products and Services shall be construed as conferring any license under any of Underground Media's or any third party's intellectual property rights, whether by estoppel, implication, waiver, or otherwise. Without limiting the generality of the foregoing, you acknowledge and agree that certain Content available through and used to operate IndieByChoice and the Products and Services is protected by copyright, trademark, patent, or other proprietary rights of Underground Media and its affiliates, licensors (including, without limitation, Artists), and service providers. Except as expressly provided to the contrary, you agree not to modify, alter, or deface any of the trademarks, service marks, or other intellectual property made available by Underground Media in connection with the Products and Services. You agree not to hold yourself out as in any way sponsored by, affiliated with, or endorsed by Underground Media, any of Underground Media's affiliates, or any of Underground Media's service providers. You agree not to use any of the trademarks or service marks or other Content accessible through IndieByChoice for any purpose other than the purpose for which such Content is made available to users by Underground Media. You agree not to defame or disparage Underground Media, the trademarks or service marks of Underground Media, or any aspect of the Products and Services. You agree not to adapt, translate, modify, decompile, disassemble, or reverse engineer the Products and Services or any software or programs used in connection with the Products and Services or IndieByChoice.

14. LINKING TO INDIEBYCHOICE; USE OF LOGO

IndieByChoice offers a non-assignable, non-transferable, and non-exclusive license to link to IndieByChoice web sites, using IndieByChoice logos, subject to the following provisions. IndieByChoice logos may be placed on a Web site for the sole purpose of creating a link to IndieByChoice and allowing users of your site to access the Products and Services on IndieByChoice. IndieByChoice logos and may not be used for any other purpose, including, among other purposes, to suggest sponsorship by, or affiliation with, or endorsement by IndieByChoice. IndieByChoice logos may only be used in the exact size, shape, colors, design, and configuration as found on such web page. IndieByChoice logos may not be altered in any manner. IndieByChoice logos must appear by themselves, with reasonable spacing (at least the height of the logo) between each side of the applicable logo and other graphic or textual elements. IndieByChoice logos may not be used to disparage IndieByChoice, its products or services, or in a manner which, in Underground Media's reasonable judgment, may diminish or otherwise damage Underground Media's good will in IndieByChoice logos. By using any such Underground Media logo, you acknowledge that IndieByChoice has exclusive rights to the logo, and that all good will generated through your use of the logo will inure to the benefit of IndieByChoice. If you use IndieByChoice logos, you must include appropriate attribution, for example: "IndieByChoice® is a registered trademark of Underground Media, L.L.C." Underground Media reserves the right to revoke this license or to alter its terms from time to time, for any or no reason, with or without notice. Underground Media reserves the right to take action against any use that does not conform to these provisions.

15. INDEMNITY AND RELEASE

By using the IndieByChoice web site you agree to indemnify Underground Media, L.L.C., and their officers, employees, and licensors, and hold them harmless from any and all claims and expenses, including attorney's fees, arising from your use of the IndieByChoice web site, your use of the Products and Services, or your submission of ideas and/or related materials to Underground Media or from any person's use of any account or password you maintain with IndieByChoice, regardless of whether such use is authorized by you. By using IndieByChoice, using the Products and Services, or submitting any ideas and/or related materials to Underground Media, you are hereby agreeing to release Underground Media and its parents, subsidiaries, affiliates, officers, employees, and licensors from any and all claims, demands, debts, obligations, damages (actual or consequential), costs, and expenses of any kind or nature whatsoever, whether known or unknown, suspected or unsuspected, disclosed or undisclosed, that you may have against them arising out of or in any way related to such disputes and/or to the Products and Services or to any disputes regarding use of ideas and/or related materials submitted to Underground Media. YOU HEREBY AGREE TO WAIVE ALL LAWS THAT MAY LIMIT THE EFFICACY OF SUCH RELEASES.

FOR EXAMPLE, YOU SPECIFICALLY AGREE TO WAIVE THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES

"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 IS KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR."

16. LIMITATION OF ACTIONS

You acknowledge and agree that, regardless of any statute or law to the contrary, any claim or cause of action you may have arising out of, or relating to, your use of IndieByChoice or the Products and Services must be filed within one (1) year after such claim or cause of action arises, or forever be barred.

17. COPYRIGHT, TRADEMARK, AND PATENT NOTICES

All other marks that appear throughout the Products and Services belong to Underground Media, the Artists featured on IndieByChoice, or the respective owners of such marks, and are protected by U.S. and international copyright and trademark laws. Any use of any of the marks appearing throughout the Products and Services without the express written consent of Underground Media or the owner of the mark, as appropriate, is strictly prohibited. Underground Media may provide, or third parties may provide, links to other sites or resources located on the World Wide Web by allowing a user to leave IndieByChoice to access third-party material or by bringing the third party material into this site via "inverse" hyperlinks and framing technology. Underground Media has no control over such sites and resources. You acknowledge and agree that Underground Media is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that Underground Media 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 use of or reliance on any such content, goods or services available on or through any such site or resource.

Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the IndieByChoice Products and Services, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that Underground Media shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Product and Services.

18. INTELLECTUAL PROPERTY INFRINGEMENT CLAIMS

It is the policy of Underground Media to respond expeditiously to claims of intellectual property infringement. Underground Media will promptly process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act ("DMCA") and other applicable intellectual property laws. Upon receipt of notices complying or substantially complying with the DMCA, IndieByChoice will act expeditiously to remove or disable access to any material claimed to be infringing or claimed to be the subject of infringing activity and will act expeditiously to remove or disable access to any reference or link to material or activity that is claimed to be infringing. IndieByChoice will terminate access for Listeners or Artists who are repeat infringers. Notices of claimed infringement should be directed to:

Email:cs@indiebychoice.com

Please put "Notice of Infringement" in the subject line of all such notifications. When Underground Media removes or disables access to any material claimed to be infringing, Underground Media may attempt to contact the user who has posted such material in order to give that user an opportunity to respond to the notification, although Underground Media makes no promise to do so. Any and all counter notifications submitted by the user will be furnished to the complaining party. Underground Media will give the complaining party an opportunity to seek judicial relief in accordance with the DMCA before Underground Media replaces or restores access to any material as a result of any counter notification.

19. ARBITRATION, GOVERNING LAW AND FORUM FOR DISPUTES

Unless expressly stated to the contrary elsewhere within the Products and Services, all legal issues arising from or related to the use of the Products and Services shall be construed in accordance with, and all questions with respect thereto shall be determined by, the laws of the State of Ohio applicable to contracts entered into and wholly to be performed within said state. Any controversy or claim arising out of or relating to these Terms and Conditions or any user's use of the Products and Services shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in Cincinnati, Ohio, and judgment on the arbitration award may be entered into in any state or federal court in Ohio having jurisdiction thereof. Any party seeking temporary or preliminary injunctive relief may do so in any state or federal court in Ohio having jurisdiction thereof. Except as set forth above, the state and federal courts of Ohio shall be the exclusive forum and venue to resolve disputes arising out of or relating to these Terms and Conditions or any user's use of the Products and Services. By using the Products and Services and thereby agreeing to these Terms and Conditions, users consent to personal jurisdiction and venue in the state and federal courts in Ohio with respect to all such disputes.

20. CHANGES IN TERMS AND CONDITIONS AND CHANGES IN PRODUCTS AND SERVICES

IndieByChoice reserves the right to modify the Products and Services from time to time, for any reason, and without notice, including the right to terminate the Products and Services. IndieByChoice reserves the right to modify these Terms and Conditions from time to time, without notice. Please review these Terms and Conditions from time to time so you will be apprised of any changes.

21. NON-WAIVER AND SEPARABILITY

Underground Media's failure to exercise any right or provision of these Terms and Conditions shall not constitute a waiver of such right or provision. If a court of competent jurisdiction holds any provision of these Terms and Conditions to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and agree that the other provisions of these Terms and Conditions remain in full force and effect.

22. RELATIONSHIP OF PARTIES

You acknowledge and agree that you and Underground Media are independent contractors under these Terms and Conditions, and nothing herein shall be construed to create a partnership, joint venture, agency, or employment relationship. Neither party pursuant to these Terms and Conditions has authority to enter into agreements of any kind on behalf of the other and neither party shall be considered the agent of the other.

23. NO RESALE, ASSIGNMENT, OR SUBLICENSING

You agree not to resell, assign, sublicense, otherwise transfer, or delegate your rights or obligations under these Terms and Conditions without prior express written authorization of Underground Media.

24. SUCCESSORS AND ASSIGNS

Without in any way limiting the prohibition on your resale, assignment, sublicensing, or other transfer of rights or obligations, these Terms and Conditions shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors, and assigns.

25. TERMINATION; SURVIVAL

These Terms and Conditions shall continue in effect for as long as you use the Products and Services, unless specifically terminated earlier by Underground Media. All provisions of these Terms and Conditions which impose obligations continuing in their nature shall survive termination of these Terms and Conditions.

26. COMMUNICATIONS WITH USERS

You consent to receive communications from Underground Media concerning your use of the Products and Services ("Communications"). The Communications may be those that Underground Media is required to send to you by law concerning the Products and Services ("Required Communications"). The Communications may also be those that Underground Media sends to you for other reasons. You consent to receive Communications electronically. Underground Media may provide these Communications to you by sending an email to the email address you provided in connection with your account or by posting the Communication on IndieByChoice. You also consent to receive Communications by telephone or by postal mail sent to the postal address you provided in connection with your account. You may change the email or postal address to which Underground Media sends Communications by visiting your account information page.

For a period of 120 days from the date that Underground Media first provided a Required Communication to you in electronic form, you may request a paper copy of such Required Communication by sending a request to Underground Media, L.L.C.. 3275 Bowling Green, Cincinnati, OH 45225, Attention: Customer Service (the "Customer Service Address"). Underground Media may charge a reasonable fee for providing paper copies. You may, without payment of special fees, withdraw your consent to receive Required Communications electronically by sending a notice to the Customer Service Address that identifies your full name, user name and postal mailing address. However, if you withdraw such consent, then Underground Media reserves the right to terminate your right to use the Products and Services, including, without limitation, by terminating your account and any subscription services that you may have.

In order to receive Required Communications, you must provide Underground Media, upon registration with IndieByChoice, a valid email address to which Underground Media may send electronic mail. Your computer must also have a modem or other means of Internet access, an Internet browser such as Internet Explorer version 5.x or above or FireFox version 2.x or above, email communications software capable of receiving and storing electronic mail, and a printer, if you wish, for printing electronic communications. Underground Media will provide notice of any changes to these requirements.

27. VIOLATIONS OF TERMS AND CONDITIONS

Should you violate these Terms and Conditions or any other rights of Underground Media, Underground Media reserves the right to pursue any and all legal and equitable remedies against you, including, without limitation, terminating any and all user accounts on any and all of the Underground Media web sites.

If you are aware of any violations of these Terms and Conditions, please report them to:

Email: cs@indiebychoice.com

Please read the entire Terms and Conditions, as all Underground Media properties, Products and Services are offered subject to these Terms and Conditions.

Thank you for taking the time to read these Terms and Conditions and we hope you enjoy our Products and Services.

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