DuckMusic.com Member Agreement By signing up for the DuckMusic.com Member Area, you, the customer and registered Member of DuckMusic.com, ("You") agree to the terms and conditions of the DuckMusic.com Member Agreement ("the Member Agreement"). Your continued use of DuckMusic.com and the tools and services of the Member Area confirms Your continued acceptance of the Member Agreement as it exists presently or as it may be modified from time to time by DuckMusic.com. You further acknowledge that You may not be notified of such changes or modifications to the Member Agreement, but that You shall be solely responsible for reviewing the latest Member Agreement. PLEASE DO NOT USE THE DUCKMUSIC.COM SITE, MEMBER AREA OR THE SERVICES OFFERED THEREIN IF YOU DO NOT AGREE TO COMPLY WITH THE MEMBER AGREEMENT OR WITH CHANGES TO THE MEMBER AGREEMENT. ELIGIBILITY If you are a minor under the age of 18, you cannot accept the Member Agreement. Your parent or guardian must accept the Member Agreement for you. RESTRICTIONS OF USE DuckMusic.com's goal is to maintain a respectable site that serves as a reliable resource to both members and consumers. DuckMusic.com further seeks to maintain a site that is safe, friendly, fun and useful. As a DuckMusic.com Member who is able to supply content to be viewed on certain portions of the DuckMusic.com website and content to be viewed by members of Your DuckMusic.com mailing list, You agree not to submit material that, in the opinion of DuckMusic.com, is indecent, obscene, defamatory, racially offensive, pornographic, promotes harm or violence, infringes on the rights of others, contains files or materials which are corrupt or contain viruses or are in any way intended to cause damage, promotes or endorses illegal acts, or provides access through hyperlinks to any web sites that offer any such content. COPYRIGHT You acknowledge that You shall be solely responsible for obtaining any and all necessary copyright permissions for any and all materials used in connection with Your DuckMusic.com member account, including without limitation, sounds, CDs, graphics, movies, text and concepts. You agree to indemnify and save harmless DuckMusic.com from all costs, damages and expenses (including reasonable attorney's fees) resulting from any claims, damages, and losses arising in connection with the contents of the material used in connection with Your DuckMusic.com member account or in any litigation or claim arising from a dispute of proprietary rights with respect to such contents and materials. You agree not to submit any material that violates any law, trademark, servicemark, copyright, licensing agreement, property rights, intellectual rights or material that otherwise violates the rights of any third party. You warrant that You maintain any and all necessary rights any and all materials that You submit to DuckMusic.com. You agree to only submit material that is lawful. PAYMENT TERMS You acknowledge that DuckMusic.com reserves the right to change its rates at any time and You are advised to refer to current rates reflected on the Fee Sheet each time You request additional services from DuckMusic.com. By matter of reference, the Fee Sheet is hereby included in the Member Agreement. You agree to pay any charges incurred as a result of Your use of DuckMusic.com services as detailed on the Fee Sheet, including, but not limited to, any fees collected by DuckMusic.com for items You sell, or parties under Your control, such as Artists associated with Your DuckMusic.com member account, sell through the DuckMusic.com website. PRIVACY DuckMusic.com seeks to maintain the privacy of Users, Members, Artists and Customers. You agree not to use any information You may acquire regarding DuckMusic.com Customers or other DuckMusic.com Members for the purposes of "spam" email, invasion of privacy, solicitation, advertising, harassment or other unacceptable behavior as detailed in the Restrictions of Use section in the Member Agreement. You further agree not to impersonate any other DuckMusic.com Member, Customer or Employee for any reason whatsoever. You may refer to the Privacy Policy, which is hereby incorporated by reference into the Member Agreement, and which may change from time to time as DuckMusic.com deems necessary. You acknowledge that You may not be notified of changes or modifications to it, but that You shall be solely responsible for reviewing the most current Privacy Policy. RESERVATION OF RIGHTS DuckMusic.com reserves the right to remove or refuse any material that violates the guidelines, violates the law or for any reason whatsoever as deemed appropriate by DuckMusic.com. DuckMusic.com has the right to disable any Member Account, Artist web site or any part therein and/or suspend Member access at any time for non-payment, violation of the guidelines included elsewhere in the Member Agreement, violation of law, or for any reason whatsoever as deemed necessary by DuckMusic.com. DuckMusic.com is not responsible or liable for any loss or damage resulting from the removal of material from the DuckMusic.com site, nor from the disabling of an artist site on DuckMusic.com. You agree to indemnify and save harmless DuckMusic.com from all costs, damages and expenses (including reasonable attorney's fees) resulting from any claims, damages, and losses arising in connection with the disabling or suspension of Your DuckMusic.com Member Account. You acknowledge that DuckMusic.com is in no way responsible or liable for any submissions made by any person, Member, Customer, User or entity to Artist Message Boards, Artist Websites, Artist Mailing Lists or other content associated with DuckMusic.com member accounts. You agree to indemnify and save harmless DuckMusic.com from any direct, indirect, incidental, punitive and consequential damages that You may cause or incur through Your or others' use of DuckMusic.com. You further acknowledge and agree that You are solely responsible and liable for any and all materials used in association with Your DuckMusic.com member account. You assume all liability for any damages or infringements that You knowingly or unknowingly cause through Your use of DuckMusic.com. PROMOTIONAL USE OF MATERIALS You agree to allow DuckMusic.com to use any and all material, content, images, music, news and other materials associated with Your DuckMusic.com member account for advertising, promotional and marketing purposes. You or, if appropriate, the Artist, will retain all rights to this music, art and promotional material and DuckMusic.com in no way claims ownership of or copyright to any of Your original materials or to any original materials belonging to Artists associated with Your DuckMusic.com account. You further agree to indemnify and save harmless DuckMusic.com for any loss or damage resulting from any unlawful third party stealing, copying or otherwise using the work product created by DuckMusic.com with Your or Your artists' promotional materials. NO WARRANTY You agree to accept the state of DuckMusic.com "AS IS" and accept it with no guarantees or warranties, expressed or implied, and further agree that You use the site at Your own risk. DuckMusic.com does not warrant that the site will be free of errors, typos, malfunctions, security breaches, down time, slow response time, or other problems that may occur. DuckMusic.com disclaims all warranties to the full extent permissible under the applicable law. NO WAIVER Failure by DuckMusic.com to enforce or take advantage of any provision hereof shall not constitute a waiver of the right subsequently to enforce or take advantage of such provision or any other provision contained herein. JURISDICTION The Member Agreement shall be interpreted and construed in accordance with the laws of the Commonwealth of Massachusetts. TERMINATION You may terminate an Artist Account and/or Member Account with DuckMusic.com at any time by providing 30 days written notice to: memberaccounts@duckmusic.com Fees are non-refundable. DuckMusic.com has the right to display all material submitted on an Artist Account's web site and/or Member Account for the period covered by the payment of the annual fee, which is one full year. ENTIRE MEMBER AGREEMENT The Member Agreement supersedes and cancels all prior discussions, correspondence and memoranda with respect to the subject matter hereof between You and DuckMusic.com, whether written, oral, sent by e-mail or implied, and it evidences the exclusive and entire Member Agreement between You and DuckMusic.com. SEVERABILITY If any provision herein is prohibited by or under the laws of any jurisdiction in which the Member Agreement may be used or to which it may be applicable, said provision shall be, as to said jurisdiction, ineffective to the extent of such prohibition, without invalidating thereby any of the remaining provisions of the Member Agreement.