To download any beat, you must agree to the following terms and conditions (hereinafter referred to as “Agreement”):
1. Usage. YOU ABSOLUTELY CANNOT USE THE INSTRUMENTAL COMPOSITION OF WHICH YOU ARE ATTEMPTING TO DOWNLOAD (hereinafter referred to as “the Beat”) FOR ANY FOR-PROFIT, COMMERCIAL, OR FINANCIALLY EXPLOITATIVE USE. AN APPROPRIATE LICENSE MUST BE PURCHASED OR PROPERLY OBTAINED IN ORDER TO EXPLOIT THE BEAT. Acceptable use without obtaining a license (hereinafter referred to as “Free Use”) includes:
- Reproduction of tangible copies of a recording on the Beat of up to 50 non-profit copies.
- Showcasing of a recording on the Beat in a non-profit manner through an internet-based medium such as Myspace, Youtube, or a personal webpage.
- Performing a live act on the Beat in a completely non-profit show.
- Redistributing the Beat by itself with all filenames and credits intact (see section 2) through the internet or a tangible medium.
2. Credit. You will provide proper credit for the creation of the Beat by writing ‘Produced by (Insert Producer Name) for Shadowville Productions’ on all official documents or surfaces released with tangible copies of a recording on the Beat. It is alternatively acceptable to credit the Beat’s direct producer’s real name or stage name for the creation of the Beat. If there are absolutely no means to provide written credit, vocal credit is required by actually recording the phrase ‘Produced by (Insert Producer Name)’ within the first 30 seconds of the Beat.
3. Liability. You hereby agree to indemnify, defend, and hold Shadowville Inc. and all of our officers, directors, producers, owners, employees, agents, information providers, affiliates, and licensors (collectively, “Shadowville”) harmless from and against any and all liability, losses, costs, and expenses (including attorneys’ fees) incurred in connection with any claim arising out of any claim arising out of your use of the Beat, including but not limited to claims for defamation, violation of rights of publicity and/or privacy, copyright infringement, trademark infringement, and any claim or liability relating to the content, quality, or performance of materials in relation to the Beat. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case you agree to cooperate with our defense of such claim.
4. Termination. Shadowville reserves the right to terminate this Agreement at any time or terminate your rights to use or distribute the Beat at any time for any reason.
5. Legal Consequences. Any unauthorized use of the Beat, including unauthorized reselling, is considered a direct violation of the US Copyright Act of 1976 and is infringing upon the copyrights of the works of Shadowville. Under the fullest extend of the law, Shadowville reserves the right to take legal action or pursue financial compensation as a result of any breach or violation of this Agreement.
6. Modifications. We reserve the right, at our sole discretion, to modify this Agreement and any fees, at any time, effective upon the date we post a new Agreement on the beat’s free download page. Your continued use of the Beat constitutes your binding acceptance of this Agreement, including any changes or modifications that we may make.
7. Governing Law. This Agreement shall be construed in accordance with the laws of the State of New York, and the parties irrevocably consent to bring any action to enforce these Terms in the federal or state courts located in New York, New York. This Agreement constitutes the entire agreement between you and Shadowville with respect to the Beat, and supersedes all previous written or oral agreements. If any part of these Agreement is determined to be invalid or unenforceable pursuant to applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remainder of the Agreement shall continue in effect.