IMPORTANT – READ CAREFULLY
1. Description of the Moforte Service
The “Moforte Service” means the sonic and musical applications for handheld devices including “moForte Guitar”, an application that models the guitar family of instruments. The Moforte Service allows You to access “Charts” (display of the musical notations for guitar chords in chart form) and lyrics licensed from third party publishers, writers or other licensors (“Licensed Content”) for the purpose of playing along with such charts and sharing them (“User Generated Licensed Content”). In addition, The Service allows you to create original charts (“User Created Charts”) and share them and to post certain other user-generated content (individually and collectively, “User Generated Original Content”) (the foregoing, collectively the “Service” or “Moforte Service”). Streamed and/or cached Licensed Content and User Generated Licensed Content shall collectively be referred to as “Content”.
2. Usage Rules
You understand and agree that Your use of the Content is limited by certain usage licensing rules established by Moforte and/or the owners of the Content (“Content Owners”) and/or third party licensors and will govern Your rights with respect to that Content as set forth herein (“Usage Rules”). The use of the Content and access to the Moforte Service is subject to Your prior acceptance of the terms of this Agreement. The Content and Moforte Service may be used solely for its intended purpose. Unless otherwise expressly authorized in this Agreement, any reproduction, redistribution, transmission, sale, broadcast, public performance, sharing, rental or lending, adaptation, sub-license, modification, promotion, commercial use, sale, transfer, assignment or other use of the Content provided through the Moforte Service is a violation of copyright law and is expressly prohibited.
3. User Generated Content and Community Feedback
By posting any ”User Generated Original Content”, You automatically grant, and You represent and warrant that You have the right to grant, to Moforte an irrevocable, royalty-free, perpetual, transferable, fully paid, worldwide commercial license (with the right to assign, license or sublicense in whole or in part) to use copy, publicly perform, publicly display, reformat, translate, excerpt (in whole in part) and distribute such content for any purpose, and to prepare derivative works of or incorporate into other works, including without limitation in connection with the Service or the advertising and promotion thereof, without attribution, credit or compensation to You any other person or entity. Such rights shall continue irrespective of whether Moforte has removed such content from the Service. By posting any ”User Generated Licensed Content”, You automatically grant, and You represent and warrant that You have the right to grant, to Moforte to the fullest extent of your rights and authority therein, an irrevocable, royalty-free, perpetual, transferable, fully paid, worldwide commercial license (with the right to assign, license or sublicense in whole or in part) to use copy, publicly perform, publicly display, reformat, translate, excerpt (in whole in part) and distribute such content for any purpose, and to prepare derivative works of or incorporate into other works, including without limitation in connection with the Service or the advertising and promotion thereof, without attribution, credit or compensation to You any other person or entity. Such rights shall continue irrespective of whether Moforte has removed such content from the Service. Additionally, when You access the Service or post to the Service using your Facebook or Twitter user unique ID, You authorize Moforte to access and store, if applicable, a limited amount of information, including without limitation, a unique user ID from your Facebook and/or Twitter account. By using these features of the Service, You authorize Us to access and copy such limited information from such service providers in order to provide our services to you. By providing Us such access, You agree that any information that Moforte acquires shall be considered User Generated Original Content provided by the user as set forth above and shall be subject to the aforementioned license to Moforte. You acknowledge and agree that all ratings, flaggings, comments, bulletin boards, chats, messaging or other communications which are posted by You to areas of the Service eliciting community feedback in respect of particular postings are intended for, and made available for, general viewing by the Moforte community. Such communications are public and non-confidential rather than private and confidential. You are solely responsible for the content You post, share and/or communicate with users in connection with the Service, including without limitation, through third parties such as Facebook and Twitter. Moforte does not control or endorse the content of such communications and expressly disclaims any liability for damages or any other consequences to users or to any other person relating to users’ participation in such exchanges and in the content embodied therein.
You agree to provide true, accurate, current and complete information about yourself as prompted by the Service registration process (such information being the “Registration Data”). You further agree that, in providing such Registration Data, You will not knowingly omit or misrepresent any material facts or information and that You will promptly enter corrected or updated Registration Data via the Service, or otherwise advise us promptly in writing of any such changes or updates. You further consent and authorize us to verify your Registration Data as required for Your use of and access to the Service, as applicable. Once registered for the Service, You shall receive a unique user ID and password in connection with Your account (collectively referred to herein as “IDs“). You agree that you will not allow another person to use your IDs to access and use the Service under any circumstances. You are solely and entirely responsible for maintaining the confidentiality of your IDs and for any charges, damages, liabilities or losses incurred or suffered as a result of Your failure to do so. We are not liable for any harm caused by or related to the theft of your IDs, Your disclosure of your IDs, or your authorization to allow another person to access and use the Service using your IDs. Furthermore, you are solely and entirely responsible for any and all activities that occur under Your account including any charges incurred relating to the Service. You agree to immediately notify us of any unauthorized use of your account or any other breach of security known to you. You acknowledge that the complete privacy of your data and messages transmitted while using the Service cannot be guaranteed. A person who completes the registration process for the Service is sometimes referred to herein as a “Registered User”. A Registered User may only maintain one active account on the Moforte Service. Moforte reserves the right to terminate any and all multiple accounts by a single Registered User.
You understand and agree that the Moforte Service, and products accessed through the Moforte Service, such as Content, are provided by way of license only, include a security framework using technology that is designed to protect digital content information and may limit Your access and use of Content and Moforte Service according to the Usage Rules and terms of this Agreement.
You agree not to violate, or attempt to violate, the Usage Rules, any security components of the Moforte Service or Content or security technology or software. You agree not to, nor attempt to, nor encourage or assist a third party to or to attempt to, violate, circumvent, modify, reverse-engineer, decompile, disassemble, or otherwise tamper with any of the security components used to administer the Moforte Service or related to such Usage Rules for any reason whatsoever or interfere with, remove or alter any rights management information in relation to the Content. You agree to abide by the rules and policies established from time to time by Moforte. Such rules and policies will be applied generally in a nondiscriminatory manner to users of the Moforte Service and software, and may include, for example, required or automated updates, modifications, and/or reinstallations of the software and obtaining available patches to address security, interoperability, and/or performance issues.
You agree that Your use of the Moforte Service, Your streaming of Content and use of information related to the Content constitutes Your acceptance of and agreement to use such Content solely in accordance with the applicable Usage Rules, and that any other use of the Content or the Moforte Service will constitute a breach of this Agreement and may constitute a violation of law, including copyright infringement. Any security technology, as applicable, is an included as part of the Content and the Moforte Service.
You warrant represent and undertake that You will not use the Moforte Service including any Content:
- to violate the copyright, trademark or other intellectual property rights or any proprietary rights.
- in any way that may damage the reputation of Moforte, its parent company, sister companies, officers, directors, employees, affiliates, advertisers, its content providers or other parties;
- to forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Moforte Service;
- to attempt to gain unauthorized access to, interfere with or disrupt the Moforte Service or servers or networks connected to the Moforte Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Moforte Service;
- to intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law;
- change or manipulate any Content or data associated therewith, or any part of the Moforte Service, other than as expressly permitted herein, harvest, collect, or store personal data about other users in connection with the prohibited conduct and activities set forth herein.
- In using the Moforte Service and Content You agree to comply with any applicable local, state, national or international law, and any regulations having the force of law.
- You will not access or use the Moforte Service by any means other than as provided by Moforte, will not make any automated use of the Moforte Service (such as through scripts, data mining, robots, screen scraping, or similar data gathering and extraction tools) or interfere with, disrupt or create an undue burden on the Moforte Service or the networks or services connected to the Moforte Service. You agree not to modify the Moforte Service or Content in any manner or form, or to use modified versions of the Moforte Service for any purposes including obtaining unauthorized access to the Moforte Service. Violations of system or network security, including without limitation the Usage Rules, may result in civil or criminal liability.
- Any unauthorized reproduction, publication, further distribution or public exhibition of the Moforte Service or materials provided on the Moforte Service in whole or in part, is strictly prohibited.
- You agree not to submit, provide, post, transmit or otherwise incorporate content in a manner that is unlawful, false, misleading, threatening, harassing, abusive, obscene, vulgar, pornographic, profane or indecent, including any communication that constitutes (or encourages or is in pursuit of conduct that would constitute) a criminal offense, gives rise to civil liability or otherwise violates any local, state, U.S. or international law;
- You agree not to transmit content that encourages or provides instructional activities about phishing, hacking, or other illegal activities; solicit other users to join, become members of, or contribute money to any online service or other organization, advocate or attempt to get users to join in legal or illegal schemes or plan or participate in scams involving other users;
- You agree not to attempt to resell, redistribute, broadcast or transfer the information or use the information derived from the Service in a searchable, machine-readable database without express written permission from Moforte;
- You agree not to impersonate another user or any other person or entity without express authorization therefrom;
- You agree not to disguise a file type to thwart our detection processes; attempt to gain unauthorized access to other computer systems or networks connected to the Service or portions of the Service which are not made available for general public access; improperly assumes or claim the identity, characteristics or qualifications of another person; use the Service for purposes of spamming;
- You agree that the User Generated Content contains no virus or other harmful component; or is libelous, or an invasion of privacy or a violation of publicity rights or any other third party rights.
Despite these prohibitions, the content provided by users may contain inaccurate, inappropriate, offensive or sexually explicit material which has not been approved or authorized by Moforte. Moforte assumes no responsibility or liability for such material. If You become aware of abusive or objectionable content or misuse of the Service by any user, please contact firstname.lastname@example.org .
7. System Requirements
Use of the Moforte Service requires devices including but not limited to a mobile device, the internet and certain software. You acknowledge and agree that such system requirements, which may change from time to time, are Your sole responsibility.
8. Your Information
The Service is available for individuals aged 13 years or older. If You are older than 13 years of age but under 18 years of age You should review this Agreement with a parent or guardian prior to using the Moforte Service to ensure You fully understand the terms and conditions.
10. Access to Content and Objectionable Material
You acknowledge and agree that by using the Moforte Service, You may encounter content that may be deemed to be indecent, offensive or otherwise objectionable. You agree that Your access to and use of the Moforte Service including any Moforte Content is at Your own risk and that Moforte shall have no liability to You in respect of any content, including Moforte Content, that is deemed to be offensive, indecent or objectionable.
11. Third Party Software and Services
The Moforte Service may be integrated with other services and software provided by third parties, including via Apple. If You access the Moforte Service through a third party application or other interface, or use any third party software or other products in connection with the Moforte Service, You may be subject to additional terms and conditions.
12. Intellectual Property
You represent, warrant and agree that You are using the Moforte Service hereunder for Your own personal, noncommercial entertainment use and not for redistribution of any kind.
All intellectual properties of the Moforte Service, Moforte Content and all other information, materials and products included on or otherwise made available through the Moforte Service (collectively “Intellectual Property”) are protected by copyright, patent, trade secret, trademark, trade dress, and service mark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws.
All Intellectual Property is the sole and exclusive property of its respective owners, which includes Moforte, Content Owners and their respective subsidiaries or affiliated companies and/or third-party licensors. All trademarks, service marks, trade dress, and trade names are proprietary to Moforte, Content Owners or their respective affiliates and/or third-party licensors. Except as expressly authorized by the owner of the Intellectual Property, you agree not to sell, rent, lease, loan, assign, sublicense, distribute, or otherwise transfer, copy or reproduce, modify, publicly perform or display, broadcast, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of such Intellectual Property other than as expressly authorised in this Agreement.
Moforte or its licensors own the copyright in and to the Moforte Service, including but not limited to the compilation of Moforte Content. Any use of the Moforte Service otherwise than in accordance with this Agreement is strictly prohibited and infringes the intellectual property rights of others for which You may be liable.
Moforte is the trademark, domain name, and/or service mark of Moforte, Inc. All other trademarks, domain names, or service marks are property of their respective owners. Use of any Moforte trademarks or service marks without its express written consent is strictly prohibited.
13. Notices and Procedure for Making Claims of Copyright Infringement
If you believe that any material contained in the Service infringes your copyright, please notify Moforte of your copyright infringement claim in accordance with the following procedure.
Moforte will process notices of alleged infringement which it receives and will take appropriate actions as required by the Digital Millennium Copyright Act (the “DMCA”) and other applicable intellectual property laws. Pursuant to the DMCA, notifications of claimed copyright infringement should be sent to Moforte’s Designated Agent.
Subject Line: Moforte DMCA
(Via Physical Mail Carrier)
Moforte, Attention: Copyright Agent
286 Carmelita Drive
Mountain View, CA
To be effective, the notification must be in writing and contain the following information (DMCA, 17 U.S.C. §512(c)(3)):
- Physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works in that Service;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Moforte to locate the material;
- Information reasonably sufficient to permit Moforte to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
- A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law;
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
E-mails sent to email@example.com without a proper subject line, or for purposes other than communication about copyright claims, may not be acknowledged or responded to.
14. Indemnity and Waiver
15. Discontinuation/Removal of Content or Services
Moforte may take such steps as We believe are reasonably necessary or appropriate to enforce and/or verify compliance with any part of this Agreement including but not limited to automated monitoring of compliance, Moforte’s right to cooperate with any legal process relating to Your use of the Moforte Service, and/or a third party claim that Your use of the Moforte Service is unlawful and/or infringes such third party’s rights.
Moforte reserves the right to immediately (i) terminate and preclude Your access to the Moforte Service and/or Content; and/or (ii) suspend Your access to the Moforte Service, or any part thereof: if You have, or Moforte has reasonable grounds to believe that You have, failed to comply with any of the provisions of this Agreement, including but not limited to violation of the Usage Rules, infringement or other violation of any intellectual property rights of Moforte, Content Owners or licensors in relation to the Moforte Service or Content (including without limitation, termination of user access in the event the user is determined to be a repeat infringer) ; and any failure to make payment in accordance herewith.
18. Disclaimer of Warranties and Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
TO THE EXTENT PERMITTED BY APPLICABLE LAW YOU ACKNOWLEDGE AND AGREE THAT THE MOFORTE SERVICE AND ALL CONTENT AND OTHER INFORMATION, MATERIALS AND PRODUCTS INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE MOFORTE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND FROM MOFORTE, CONTENT OWNERS OR THEIR RESPECTIVE SUBSIDIARIES OR AFFILIATED COMPANIES AND/OR THIRD-PARTY LICENSORS.
YOU AGREE THAT YOUR USE OF THE MOFORTE SERVICE AND CONTENT IS ENTIRELY AT YOUR OWN RISK TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW.
MOFORTE, CONTENT OWNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS, STATUTORY, IMPLIED OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS, WARRANTIES FOR THE SECURITY, RELIABILITY, TIMELINESS, ACCURACY AND PERFORMANCE OF THE MOFORTE SERVICE AND CONTENT, AND ANY WARRANTIES FOR VIRUSES OR OTHER HARMFUL COMPONENTS IN CONNECTION WITH THE MOFORTE SERVICE OR CONTENT.
IN PARTICULAR MOFORTE, CONTENT OWNERS AND LICENSORS DO NOT WARRANT THAT:
- YOUR USE OF THE MOFORTE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE. MOFORTE RESERVES THE RIGHT SUSPEND OR CANCEL THE MOFORTE SERVICE AT ANY TIME FOR TECHNICAL OR OPERATIONAL REASONS, WITHOUT NOTICE;
- THE MOFORTE SERVICE OF THE CONTENT WILL BE FREE FROM LOSS, CORRUPTION, ATTACK, VIRUSES, OR OTHER SECURITY INTRUSION AND MOFORTE DISCLAIMS ANY LIABILITY RELATING THERETO.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
NEITHER MOFORTE, ANY CONTENT OWNER OR THIRD PARTY LICENSOR, NOR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, SUBSIDIARIES OR AFFILIATED COMPANIES WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF MOFORTE OR CONTENT OWNERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) OR LOSS OF ANY KIND ARISING FROM YOUR USE OF THE MOFORTE SERVICE OR FROM CONTENT, INFORMATION, MATERIALS OR PRODUCTS INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE MOFORTE SERVICE, OR FOR ANY DAMAGES IN EXCESS OF THE AMOUNT PAID FOR THE SPECIFIC ITEM OF CONTENT GIVING RISE TO THE APPLICABLE CLAIM FOR DAMAGES.
YOU ACKNOWLEDGE AND AGREE THAT YOUR SUBMISSION OF ANY INFORMATION IS AT YOUR SOLE RISK, AND TO THE MAXIMUM AMOUNT PERMITTED BY LAW, MOFORTE HEREBY DISCLAIMS ANY AND ALL LIABILITY TO YOU FOR ANY LOSS OR LIABILITY RELATING TO SUCH INFORMATION IN ANY WAY.
19. Third Party Beneficiaries
Under no circumstances shall Moforte or Content Owners be held liable for any delay or failure in performance resulting directly or indirectly from acts of God, fire, riot or civil commotion, act of public enemy, rule, order or act of any government or governmental instrumentality (whether federal, state, local or foreign) or other cause of a similar or different nature not reasonably within Moforte or Content Owners’ control, as applicable.
This Agreement will be governed by and construed in accordance with the laws of the State of California, without giving effect to the conflict of law provisions of California or Your actual state or country of residence. Any claim or controversy in any way arising out of or relating to this Agreement will be filed in a court of competent jurisdiction sitting in Los Angeles, California, and You consent to exclusive jurisdiction in that county.
This Agreement is personal to You and may not be transferred, assigned or delegated to anyone. Any attempt by You to assign, transfer or delegate this Agreement shall be null and void. We may assign or sub-license this Agreement to an affiliate or successor in interest to all or substantially all of our assets with or without notice to You.
This Agreement does not in any way create the relationship of principal and agent, franchise, joint venture, or partnership. Neither party will act or attempt to act, or represent itself to others, as an agent of the other party or in any manner assume or create any obligation on behalf of or in the name of the other party, pursuant to this Agreement. Neither party will be liable of any debts or obligations of the other unless expressly assumed in writing.