1.1“Music Gateway is a web platform which is designed to be both simple to use and effective at generating creative and career development opportunities in the global music business. In my experience a lot of time can be wasted trying to find the right person to work with and in breaking through industry barriers to get to those personal milestones. This takes people away from the creative process. With so many obstacles to overcome on the path to success, I wanted to provide a system which handles the legwork and helps people get connected on a global scale with the right talent for their projects. For me, it’s important to remember that making and enjoying music is what drives us and millions of other people each and every day. We hope that Music Gateway will make that musical journey easier and, ultimately, more fulfilling.” Jon Skinner – CEO and Founder of Music Gateway.
1.2 www.musicgateway.com (the “Site” and or the “Company”) is a website operated by Music Gateway Limited, a Company incorporated in England and Wales with registration number 07643390, whose registered office is at 89C Rayleigh Avenue, Leigh on Sea, Essex, SS9 5DL (“Music Gateway” or “we”). Our head office address is 2nd Floor, 40-44 Church Street, Reigate, Surrey RH2 0AJ. Our VAT number is 163407422.
Our Copyright and Intellectual Property – Infringements Policy Reporting Infringements
3.2 Please check this page from time to time to take notice of any changes we make, as they are binding on you.
4.1 We may update the Site from time to time, and may change content on it at any time without notice. Please note that content on the Site may be out of date at any given time, and we are under no obligation to update it.
4.2 We do not guarantee that the Site, or any content or information on it, will be free from errors or omissions, however we welcome your feedback. If you do identify errors or inconsistencies or have any suggestions, please let us know. You acknowledge we are under no obligation to amend or change Site content or information in light of this information.
5.2 If you are using the Site as a business entity, you warrant that you have the authority to legally bind that entity. The Site is available only to individuals or corporate entities that can form legally binding contracts under applicable law.
5.3 Use of the Site is restricted to persons aged eighteen (18) years and over. If the person is aged below eighteen (18) years then they must seek consent by a parent and/or legal guardian who does hereby acknowledge that they have read and understood the Site and these Terms and Conditions. The parent and/or legal guardian understands that our Site allows the User to potentially secure connections and general music-related business and the possibility of securing licensing from other Users and or clients of the Site. These licenses of musical copyrights will require professional and legal advice which is the sole responsibility of the User to be sought outside of the Site. If the parent and/or legal guardian requires a better understanding of our Site, we recommend that they contact us for written or verbal confirmation for any queries they may have. We cannot comment on any other User or provide advice other than information relating directly to the use of the Site and it’s basic understanding.
6.1 We do not guarantee that the Site, or any content on it, will always be available or be uninterrupted. Access to the Site is permitted on a temporary basis. We may suspend, withdraw, discontinue or change all or any part of the Site without notice. We will not be liable to you if for any reason the Site is unavailable at any time or for any period.
6.2 The Site may be accessed by any computer device, including mobile and tablet devices, however, the Site is designed and tested within most modern browsers, therefore some of the Site features and functionality may not be compatible with older browser types and certain mobile devices or tablets.
6.4 Certain areas of the Site and the services provided on it are reserved to Registered Users (as defined below).
6.5 You acknowledge and agree that we may include third party advertising, sponsorship and/or endorsements including for any product, service or clause on or in connection with the Site, related material and otherwise in connection with our services in each case in our sole discretion from time to time. We shall be entitled to retain any such advertising, sponsorship and/or endorsement revenues and other proceeds for our sole use and benefit.
7.1 In order to fully enjoy the services provided on the Site you must create an account and become a “Registered User”. As Registered User you will be entitled to:
7.2 If you choose, or you are provided with, a user identification code, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any third party except your authorised representatives. If you know or suspect that anyone other than you knows your user identification code or password, you must promptly notify us by email only using this email address only: Email: firstname.lastname@example.org
7.4 Registered Users who are individuals must be 18 years or older unless you are under 18 (eighteen) and comply with clause 5.3.
8.1 You agree that you are responsible for paying any taxes, including any goods and services or value added taxes or income tax, which may be applicable arising from your use of the Site and the provision of any services as a Project Owner or Project Worker and you indemnify Music Gateway from any losses, claims or expenses in respect of any such payments.
9.1 Music Gateway has many solutions and services, one of these solutions is it provides a platform to introduce users who wish to put music related Projects out to tender or to pitch for music related work on other Projects. The Site enables Registered Users to identify each other and work together online to complete Projects.
9.3 We shall have absolute discretion as to whether or not we accept a particular applicant as a Registered User and for participation in the services provided on the Site.
9.5 You acknowledge and agree that Music Gateway is not involved in any contract between Pitchers/Project Workers and Project Owners and has no control over the quality or legality of the services provided by Registered Users on the Site, or the ability of contracting parties to provide the services or fulfil Project work or to pay for the services rendered.
9.6 We do not guarantee that any Registered User will actually complete a Project transaction or act lawfully in using the Site. Registered Users entering into Project transactions with other users do so entirely at their own risk.
9.7 Music Gateway does not offer any form of insurance or other protection however some forms of payment permitted on the Site, such as credit card, may offer limited protection or chargeback services and you should familiarise yourself with these before proceeding with a transaction of any kind through the Site.
9.8 Information on the Site is provided on a general non-advisory basis and should not be considered professional, medical, legal, technical, or any other discipline-specific advice. Music Gateway does not have the resources to and does not undertake any obligation to, control, research, verify, validate, or approve content or information that is uploaded onto the Site. Users of the Site should use their own efforts to check that content and information on the Site is accurate and use caution and common sense when using the Site.
9.10 The Site is available only to individuals or corporate entities that can form legally binding contracts under applicable law. If you do not qualify you must not use the services on the Site.
9.11 The parties to a project are the “Pitcher”/”Project Worker” and the “Project Owner”.
9.14 You are responsible for ensuring that you comply with your obligations to other Registered Users. If you do not, you may become liable to that Registered User and Music Gateway. You must also ensure that you are aware of any domestic laws (including common law), international laws, statutes, ordinances and regulations relevant to you as a Project Owner, Pitcher or Project Worker, use of the Site generally.
9.15 If another Registered User breaches any obligation to you, you are solely responsible for enforcing any rights that you may have. For the avoidance of doubt, Music Gateway has no responsibility for enforcing any Registered User’s contractual rights.
9.16 We may from time to time take steps to confirm a Registered User’s identity but we do not guarantee a Registered User’s purported identity on the Site.
9.18 Our fees and charges are set out in section 10 below and can be viewed from our pricing page on the Site here. You should familiarise yourself with these fees and charges before you use the Site.
10.1 By registering as a Registered User, and providing us with a pre-authorised credit or debit card or other payment method you are authorising Music Gateway to take payment from your pre-authorised credit or debit card or other payment method when due for the Music Gateway’s charges and fees set out below and as they may appear on the Site (as varied from time to time).
10.2 To cover the cost of processing credit and debit card chargebacks we will charge the user of the card a fee of £17.00 for a Sterling Trading Account, $25.00 for a Dollar Trading Account and €17 for a Euro Trading Account.
10.3 Each Registered User is allocated a file storage data at a level determed by their Account type. Registered User’s may purchase additional storage limits for their Account at a price specified within the upgrade page on our Site.
10.4 If a Registered User’s pitch for a Project is accepted by a Project Owner we will charge the Project Worker a fee equal to twenty five per cent (25%) or, if a Project Worker has an Influencer Account, fifteen per cent (15%) or, if a Project Worker has a Game Changer Account, then ten per cent (10%) is payable to Music Gateway on completion of the relevant Project (“Project Worker Fee”). This fee is only payable if the total number of transactions for the Project is over £1,000, $1,000 or €1,000 unless the project is being run by Music Gateway specifically in which case the fee is applicable on all budgets and is a flat commission are of twenty five per cent (25%) as per our Concierge Service terms. The Project Worker and Project Owner are equally responsible for notifying Music Gateway about the completion of the Project, if the Project transactions are over the amounts specified above then the fee will be due to Music Gateway and Music Gateway will invoice the Project Worker for the commission fee due. In certain circumstances, where there is a dispute between the Project Owner and the Project Worker in respect of the relevant Project we may (at our discretion) refund a Project Worker Fee. For more details about what happens if there is a dispute see section 20.
10.5 As part of our Concierge Service terms a Commission Fee of twenty five per cent (25%) is applicable to all fees as payment for our service on the project. Our commission is taken from the total fee not just the fee for the Registered User. If there are multiple parties involved within a payment process it is the responsibility of the Registered User under our Terms & Conditions to organise whether this commission is split between all parties or taken solely from the Registered User. If Music Gateway is given false or incorrect data to represent the Registered User(s) track by the Registered User, Music Gateway will increase the Commission Fee to fifty per cent (50%) to accommodate for additional time spent on clearance.
10.6 Project Owners may post a multiple of project types free of charge.
10.7 We offer Registered Users Membership subscription Accounts, which have a number of benefits which are advertised on our Site (including the reduced Project Worker Fee). Subscription Membership Accounts are chargeable on a monthly or annual basis and will automatically renewal either monthly or annually. Each monthly subscription fee payment is made each month on the day of signing up to the subscription or on the day the annual subscription is made and on the renewal date, one year after the subscription started. The current fees are displayed on the Site. Any Registered User who upgrades to a subscription account will be charged one full month’s full fee from the date of upgrade and recurring payments will be taken on the same recurring day each month or year of annual. If the Registered User is upgrading from an existing subscription or changing from monthly to an annual subscription, then the first payment will be adjusted based on a pro-rata amount of the time remaining on their existing subscription. The new subscription period will start from the date of any upgrade.
10.8 Any missed and/or declined payments will accrue and will remain payable until such time as your subscription is cancelled. A missed and/or declined payment is not confirmation of your account being cancelled.
10.9 In all cases, if you do not wish your subscription to renew automatically, please follow the directions set out under clause 10.11 of these terms and conditions.
10.10 If Registered Users upgrade their Project postings we will charge a fee on upgrade. The details of which are displayed within the Site.
10.11 You may cancel any subscription type by giving notice in your Registered User account Settings page by clicking on the Cancel Account link and completing the prompts. You will receive a full refund at any time within fourteen (14) working days beginning on the day after you receive confirmation of your subscription cancellation from Music Gateway. This is provided you have not used the service during this period.
10.12 Music Gateway’s Project fees are intended to be fair and reasonable and proportionate with the value of the Project work being undertaken.
10.13 Registered Users are prohibited from under-tendering on Projects or attempting to renegotiate fees for a Project privately to avoid or reduce Music Gateway’s fees on Project. We aim to provide a fair and open playing field on the Site and such activities inevitably undermine our business and interfere with the proper running of that marketplace.
10.14 By becoming a Registered User and using the services on the Site you agree to only negotiate with other Registered User fees for Projects on the Site via the Site. You agree not to contact any Registered Users to negotiate or re-negotiate any fee for a Project separately from the Site at any time after a Project has been posted. This includes where a Pitcher is not chosen for a Project which has closed but there is subsequently contact between the Project Owner and Pitcher about a Project.
10.15 The fees and charges set out above are inclusive of VAT (value added tax) or any equivalent taxes which may be payable in addition. If you have a company outside of the UK, you may be exempt from paying VAT. To qualify for exemption, you must own a company which is trading and registered for VAT outside the UK, within the EU or registered in the United States. The settings for exemption are managed from within your Registered User account settings page.
11.1 (a) the rights granted hereunder shall include the distribution of Recordings to our Retail Partner Channels by, without limitation, interactive streaming, non-interactive streaming, cloud services and so-called “disc-on-demand” services. You agree that we are authorised to supply your Recordings when submitted to us from within your account to our retail distribution service. The Recordings may be distributed to retailers, hospitality venues, gyms, cafes, restaurants, hotels and in general in the public domain as long as those premises have an appropriate performing rights society license to broadcast music.
(b) by clicking the “Accept & Continue” button contained within our Retail Partner Channel area, within your account, you irrevocably grant to us, throughout the Universe (the “Territory”) and during the Term the non-exclusive right:
(i) copy and distribute the Recordings by all means and media (whether now known or existing in the future) through any and all Partner Channel Stores now operational or hereafter available;
(ii) to use the name(s), photographs and likenesses, artwork images, biographical and other information provided by you or the artists whose performances are embodied on the recordings in connection with the Recordings and the Company’s general business.
(c) you agree that you will not use the site or services to transmit, route, provide connections to or store any material that infringes copyrighted works or otherwise violates or promotes the violation of the intellectual property rights of any third party. You acknowledge and agree that the Company may disable access to and/or terminate your account and/or remove any Recordings or any associated materials you provide to us in the event that the Company receives any claim that, if true, would constitute a violation of your representations and warranties hereunder. Please see the Copyright & Intellectual Property – Infrigements Policy for further information.
(d) you agree that the Company may freeze your account in connection with Recordings or other materials submitted by you which the Company believes, in its good faith discretion, violate the terms of service, and that any revenues will be forfeited by you if the Company determines, in its good faith discretion, they are the result of fraud and/or infringement and you will not be entitled to reimbursement of any account subscription fees.
(e) you agree that the Company may terminate your account and/or disable access to your Recordings and/or any other materials you provide to the Company if you violate the Terms of Service or, in the Company’s good faith discretion, are believed to be infringing the intellectual property rights of third parties and/or engaging in otherwise fraudulent activity. In such an event you agree that you will not be entitled to reimbursement for any fees paid by you to us.
11.2 The term “Recordings” shall be defined as the sound Recordings and audiovisual Recordings that you submit to us at any time within the Retail Partner Channel area of our Site. The Company, in its sole discretion, reserves the right to reject any materials (including, without limitation, Recordings, images and/or artwork) that you submit. You agree to submit all Recordings, images and artwork at your sole expense, in the format(s) required by the Company or the consumer stores. Technical descriptions of such format(s) will be provided to you upon request.
11.3 (a) There are no payments due under this agreement or Terms of Service from the Company.
(b) There will be no additional charge to use this part of the service subject to your account type as a Registered User. This is an optional service that is provided as inclusive with our Influencer and Game Changer account types.
(c) Retail Channel Partners are chosen by the Company and work under the standard performing rights society legal framework for collecting broadcast income and mechanical royalties and as such, these partners accountable to the appropriate society in each territory of operation. Commonly referred to in the market as the blanket license. By entering into this agreement you understand that any revenue will be coming from the society your Recordings are registered to.
(d) There is no direct earning to be accounted for from us in respect of this service, we are acting only as a vehicle to distribute music through to our partner channel. The Company cannot be held responsible for these partners or any third party that fails to account correctly to their appropriate performing rights society. This applies to anyone associated with the Master Recordings that are submitted to the service.
11.4 You shall be solely responsible for securing and paying for digital phonorecord delivery, mechanical, public performance and any other licenses (as applicable) required from musical composition copyright owners or their agents in connection with the Company’s exploitation of rights hereunder. This includes any royalties due to artists, producers and other persons who performed in the making of the Recordings and all payments that may be required under collective bargaining agreements or pursuant to any statutory schemes.
11.5 (a) You warrant and represent that you are at least eighteen (18) years of age, you have the right and authority to enter into this agreement and to grant to the Company all rights specified; all of the Recordings, including, without limitation, any sampled third party material embodied therein, artwork, metadata, audiovisuals, images and any other materials furnished by you to the Company or relating to the Recordings are owned or controlled by you and the use thereof as described or contemplated herein and/or on the Site and/or consumer stores’ websites shall not infringe on the copyrights, trademark rights, publicity rights or other rights of any person or entity; and that the Company shall have the right to exploit the same in any manner hereunder free from adverse claim and without any obligation to make any payment of any nature to any person or entity other than the amounts payable to you hereunder.
(b) You shall defend and indemnify the Company and any of its affiliates (including any directors, members, officers, employees and other representatives) and hold them harmless against any third party claims or expenses and losses resulting from breach or a claim which, if true, would constitute a breach of the foregoing representations and warranties or any of the agreements contained in these terms of service, including reasonable attorneys’ fees and expenses.
(c) The Company shall give you prompt notice of any claim that is subject to the foregoing indemnification obligation and you shall defend the Company at your expense with counsel approved by the Company, which approval shall not be unreasonably withheld. in the event you fail to retain approved counsel, the Company may, if it so elects, defend itself at your cost and expense and you agree that the Company may require your participation in such defence as a third party or otherwise and you hereby waive any objection or claim to compensation in respect of same. if a claim is made the Company shall have the right, in its sole discretion, to remove or disable access to the Recordings and/or any associated materials that are the subject of such claim, and/or to withhold payment of any monies due hereunder in an amount reasonably related to the claim and potential expenses. any settlement of any claim shall be subject to the Company’s prior written approval.
(d) to the maximum extent permitted by applicable law the Cmpany excludes all representations, warranties and conditions relating to this Site and the use of this Site other than those expressly set forth in the terms of service (including, without limitation, any warranties implied by law of satisfactory quality and/or the use of reasonable care and skill).
11.6 The Terms of Service shall apply at all times while you utilize the Site or the services.
11.7The terms of service shall apply at all times while you utilize the Site or the services.
You acknowledge and agree that, in the course of negotiating and transacting business with the Company, you may become aware of certain otherwise confidential information related to the Company’s business and business practices. Except to the extent that such information is otherwise generally available to third parties or is required to be divulged by operation of law, you agree to keep such information confidential.
11.8 You acknowledge that in providing the services hereunder, the Company will be required to enter into certain agreements with various Retail Partner Channels and Consumer Stores. The selection of these channels shall be within the sole discretion of the Company. You agree that the Terms of Service shall be subject to any applicable terms and conditions of such other agreements that the Company enters into with respect to such partner stores. You expressly acknowledge that certain Retail Partner Channels and Consumer Stores may, with respect to audiovisual Recordings, require that your audiovisual Recordings be made available on their websites at certain times and in certain formats relative to the availability of such materials elsewhere in the marketplace. To the extent that such requirements are not met, the individual consumer stores may have the right to discontinue the availability of said audiovisual Recordings in their store(s).
11.9 (a) The Site and services may be used and accessed solely for lawful purposes. You agree to abide by all applicable local, state, national and foreign laws, treatises and regulations in connection with your use of the Site and services, including, without limitation, applicable common law, all relevant statutes, and the rules and regulations of the office of foreign assets control of the US Department of the treasury. In addition, without limitation, you agree that you will not do any of the following while using or accessing the Site and services:
(i) Disable, hack, circumvent or otherwise interfere with security-related features of the Site or features that prevent or restrict use or copying of any the Company content or materials;
(ii) Use any metadata, meta tags or other hidden text utilizing the Company name, trademark, URL or product name;
(iii) Upload, submit, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, so-called pyramid schemes or any other form of solicitation;
(iv) Forge any tcp/ip packet header or any part of the header information in any posting or in any way use the Site or services to send altered, deceptive or false source-identifying information;
(v) Upload, submit, post, email, or otherwise transmit, via the Site or services, any Recordings or other materials that are, in the sole opinion of the Company, unlawful, harmful, threatening, obscene, harassing, defamatory or hateful or that contain objects or symbols of hate, invade the privacy of any third party, contain nudity (including, without limitation, any pornography, erotica, child pornography or child erotica), are deceptive, threatening, abusive, inciting of unlawful action, defamatory, libelous, vulgar or violent or constitute hate speech or are otherwise objectionable;
(vi) Destroy, interfere with or disrupt, or attempt to interfere with or disrupt, any web pages available on the Site, servers or networks connected to the Site or the technical delivery systems of the Company’s providers or break any requirements, procedures, policies or regulations of networks connected to the Site;
(vii) Attempt to scan, probe or test the vulnerability of any Company system or network or breach, impair or circumvent any security or authentication measures protecting and providing security for the Site or services;
(viii) Attempt to decompile, disassemble, decipher or reverse engineer any of the software used to provide the Site or services;
(ix) Attempt to search, meta-search or access the Site with any engine, software, tool, agent, device or mechanism other than software and/or search agents provided by the Company or other generally available third party web browsers (e.g., internet explorer, firefox, safari), including, without limitation, any software that sends queries to the Site to determine how a website or web page ranks;
(x) Collect or store personal data about other users of the Site or services without their express and explicit permission;
(xi) Misrepresent or impersonate your affiliation with any person or entity, through pretext or some other form of social engineering or otherwise commit fraud;
(xii) Use the Site or services in any manner not permitted by the terms of service; or
(xiii) Instruct or encourage any other individual to do any of the foregoing or to breach and/or violate any of the terms of service.
(b) The Company does not guarantee exploitation of the Recordings, which will depend on consumer preference, nor on the inclusion or participation of any given partner channel or consumer store. The Company reserves the right in its sole discretion to decline to engage in business with any given consumer store. Except as specifically set forth in the terms of service, the Company shall have no obligations to you.
(c) The Company shall not be deemed in breach of the terms of service unless you have given Company notice of the breach and the Company has failed to cure such breach within thirty (30) days after receipt of such notice. In no event shall any breach entitles you to rescind the rights granted hereunder.
(d) You agree and acknowledge that in no event will the company, its officers, directors, employees or agents be liable to you for indirect, incidental, special, punitive or consequential damages arising out of or in connection with your use of the Site, services, Company products or any Company content, no matter whether the damages are foreseeable and whether or not the Company has been advised of the possibility of such damages.
(e) You agree and acknowledge that in no event will the Company, its officers, directors, employees or agents be liable to you for any damages of any kind, other than those set out at paragraph (d) above, arising out of or in connection with your use of the Site, services, Company products or any Company content, no matter whether the damages are foreseeable and whether or not the Company has been advised of the possibility of such damages.
(f) The foregoing limitations of liability in paragraphs (d) and (e) above will apply to the fullest extent permitted by law in the applicable jurisdiction and in no event will the Company’s aggregate liability to you exceed one hundred pounds (£100).
(g) Notwithstanding paragraph 9(d) above, nothing in the terms of service shall operate to exclude or limit the liability of the Company for:
(i) Death or personal injury caused by the Company’s negligence or the negligence of its employees while acting in the course of their employment; or
(ii) Fraud or fraudulent misrepresentation; or
(iii) Any other liability which cannot be excluded or limited under any applicable law.
(h) The terms of service shall be governed by and interpreted in accordance with the laws of the United Kingdom. Any legal action or proceeding arising under the terms of service shall be brought exclusively in courts located in the United Kingdom, and the parties hereby irrevocably consent to the personal jurisdiction and venue therein. The parties to this agreement waive their respective rights to a trial by jury. In the event that any provision in the terms of service is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect. The failure of a party to enforce any right or provision of the terms of service will not be deemed a waiver of such right or provision.
You may not assign the terms of service (by operation of law or otherwise) without the prior written consent of the Company and any prohibited assignment will be null and void. The Company may assign the terms of service or any rights or obligations hereunder without your consent. The relationship of the parties under the terms of service is that of independent contractors and the terms of service shall not be construed to imply that either party is the agent, employee, or joint venturer of the other. You agree that the terms of service and the rules, restrictions and policies contained herein, and Company’s enforcement thereof, are not intended to confer and do not confer any rights or remedies upon any person other than you and the Company. The terms of service, together with the general business policies of the Company, constitute the entire agreement between the Company and you with respect to the subject matter hereof. Any notice or other communication to be given hereunder will be in writing and given(i) By the Company, via email (in each case to your email address of record), (ii) a posting on the Site, or (iii) by you via email to email@example.com or to such other address as the Company may specify in writing. The date of receipt shall be deemed the date on which such notice is transmitted.
(j) It is your responsibility to deliver all necessary information, metadata, songs, graphics files or any other information or music in the format required. You acknowledge that the Company will not be obligated to furnish its services hereunder until receipt of said materials.
(k) The Company reserves the right, in its sole discretion, to refuse to provide the services to you or any customer for any or no reason whatsoever.
12.1 Whenever you make use of a feature that allows you to upload content to the Site, or to make contact with other users on the Site, you must comply with the content standards set out in our Acceptable Use Policy.
12.2 You warrant that any such content does comply with those standards, and you will be liable to us and indemnify us for any breach of that warranty. This means you will be responsible for any loss or damage we suffer as a result of your breach of warranty.
12.3 Any content you upload to the Site will be considered non-confidential.
12.4 We also have the right to disclose your identity to any third party who is claiming that any content posted or uploaded by you to the Site constitutes a violation of their intellectual property rights, rights to privacy or other rights.
12.5 We will not be responsible, or liable to any third party, for the content or accuracy of any content posted by you or any other user of the Site.
12.6 We reserve the right to remove any content you upload or post on our Site if, in our opinion, it does not comply with the content standards set out in our Acceptable Use.
12.7 The views expressed by other users on the Site do not represent our views or values.
13.1 We do not guarantee that the Site will be secure or free from bugs or viruses.
13.2 You are responsible for configuring your information technology, computer programmes and platform in order to access the Site. You should use your own virus protection software.
13.3 You must not misuse the Site by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to the Site, the server on which our Site is stored or any server, computer or database connected to the Site. You must not attack the 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 and contact details to them. In the event of such a breach, your right to use the Site will cease immediately.
14.1 You may link to the home page on the Site, provided that you do so in a way that is fair and legal and does not damage our reputation or take advantage of it and provided also that any website or location from which you link complies in all respects with our Acceptable Use Policy. Links to or from any other parts of the Site are not permitted without our prior written consent unless the link is to a playlist or shared file from your Registered User Account.
14.2 You must not:
(a) Establish a link in such a way as to suggest any form of association, approval or endorsement on the part of Music Gateway without our prior written consent; (b) Establish a link from any website or location that is not owned by you (or operated by a third party on your behalf) unless we have given our prior written consent; or (c) Take any action, or allow any third party to take any action on your behalf, that would cause the appearance or presentation of the Site or our services as seen by users linking to the Site to be different from that seen by users who access the Site by hand-entering the applicable URL into a generally commercially available non-customised browser. You must not frame any part of the Site on any other website.
14.3 If you wish to make any use of material on the Site or if you wish to establish links other than that set out above, please address your request to us at Contact Us.
14.4 We reserve the right to withdraw linking permission without notice at our sole discretion
15.1 Where the Site contains links to other sites and resources provided by third parties, these links are provided for your information and click-through transactions. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them.
16.1 We (and any identified contributors) are the owner or licensee of all IP Rights (as defined below) in, relating to and in connection with the Site, Music Gateway and our services and in the material connected with or published on the Site and including without limitation the name “Music Gateway” and our logo(s), device(s) and get up. Such IP Rights are protected by applicable treaties around the world. All such IP Rights are reserved to us and/or any identified third party contributors (as may be applicable).
16.3 You must not use any materials or content on the Site for commercial purposes without obtaining our or the relevant licensor’s or (where applicable) other user’s prior written consent to do so.
16.5 When you upload, post or otherwise transmit content onto the Site you are making that content publicly available to other users of the Site and you do so at your own risk. While we do not claim to own any rights in any information content (which is not owned or controlled by us), uploaded, posted or otherwise transmitted by you onto the Site you hereby grant to us a non-exclusive, worldwide, royalty-free, sub-licensable, perpetual and irrevocable right and licence to use, reproduce, modify, adapt, perform or show in public, communicate to the public, distribute, transmit, broadcast and otherwise exploit on the Site and in connection with the promotion of Music Gateway’s business. Please note that any music or files which are uploaded into the secure Project Workspace area(s) are only made available to authorised Project Workers (who are Registered Users) and have been granted permission to work on that Project and access by the Project Owner.
16.6 You represent, warrant and undertake that you own or have the necessary licences, rights, consents and permissions to grant the rights granted in section 15.5 to us.
If you believe that any of your work has been copied in a way that constitutes an infringement of any of your IP Rights or that your rights have otherwise been violated, you should refer to our Copyright and Intellectual Property Policy – Reporting Infringements
17.1 Commentary, content, recommendations and other materials posted on the Site are not intended to amount to advice on which reliance should be placed. We therefore disclaim all liability and responsibility arising from any reliance placed on such materials by any user, or by anyone who may be informed of any of its contents.
17.2 Nothing contained on, in or in connection with the Site provides or represents expressly or implicitly that any celebrity or other person endorses, recommends or uses any particular product or service and nothing contained on, in or in connection with the Site or our services should be seen as an official endorsement by any celebrity or other person.
17.3 We aim to update the Site regularly, and may change the content at any time. If the need arises, we may suspend access to the Site, or close it indefinitely. Any of the material on the Site may be out of date at any given time, and we are under no obligation to update such material.
18.2 We shall have no liability associated with or arising from your failure to maintain accurate contact or other information, including, but not limited to, your failure to receive critical information about the Site and its services.
19.1We may, at our option terminate, suspend or restrict your access to the Site or some or all of the services provided by on it without notice to you in the following circumstances:
20.2Material and content displayed on the Site is provided without any guarantees, conditions or warranties as to its accuracy. To the extent permitted by law, we, our subsidiaries, affiliates, officers, agents, other partners and employees and any third parties connected to us hereby expressly exclude:
(a) All conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity. (b) Any liability for any direct, indirect or consequential loss or damage incurred by any user in connection with the Site or our services or in connection with the use, inability to use, or results of the use of the Site or our services, any websites linked to the Site and any materials posted on it, including, without limitation any liability for:(i) Loss of income or revenue; (ii) Loss of business; (iii) Loss of profits or contracts; (iv) Loss of anticipated savings; (v) Loss of data; (vi) Loss of goodwill; (vii) Wasted management or office time; and (viii) Any other loss or damage of any kind, however arising and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable.
20.3You will not hold us responsible for other user or third party actions or inactions.
20.4We have no control over, do not guarantee, and you will not hold us responsible for:
(a) The quality, safety or legality of any items or services advertised or recommended; (b) The truth or accuracy of any recommendations or referrals; or (c) The truth or accuracy of any information or other content posted on the Site.
20.5You should not assume that any items or service advertised, listed or recommended is valid and legal simply because it is advertised, listed or recommended on the Site.
20.6We cannot confirm or be responsible for ensuring the accuracy or truthfulness of other users’ purported identities or the validity of the information which they provide to us or post on the Site.
20.7Regardless of the previous paragraphs, if we are found to be liable, our liability and the liability of other members of our group of companies, our employees, directors and third parties connected to us shall be limited in any twelve (12) month period to the greater of: (a) the total fees (if any) which you have paid to us in relation to the services provided on the Site which gave rise to the liability; and (b) £100 (one hundred pounds).
21.1 You agree to indemnify and hold our subsidiaries, affiliates, officers, agents, partners and employees harmless from any loss, liability, claim or demand (including legal fees) arising directly or indirectly from your use of the Site and/or our services, any breach or alleged breach by you of these terms or of use or any representations or warranties made by you or that you give during any application process to become a Registered User.
22.1 You may notify us in writing of a dispute using our disputes notification form which can be requested by Email: firstname.lastname@example.org.
22.2 You acknowledge and agree that Music Gateway is not party to contracts between Registered Users on Projects or to any dispute which may occur between users relating to any Project and that Music Gateway has no obligation to resolve any dispute.
22.3 If we are notified of a dispute we reserve the right to take such action as we deem necessary or appropriate at our discretion. This may include suspending the applicable Project and/or a Registered User’s Trading Account and or reversing any Interim Payments.
22.4 If you are involved in a dispute you release Music Gateway from any and all liability relating to it including any related claims, demands, actions, losses or damages and you indemnify us and hold us and our affiliates, officers and employees harmless from and against any related claims, demands, actions, losses or damages.
Additional terms in relation to the Demospace service for Registered Users of the Site.
23.1 Registered Users may apply to use the Demospace feature to streamline the way they manage and receive demo music from individuals and companies of the public. These people may access the Demospace feature and may submit their information and music files for review and consideration to the said Registered User’s Account. The Demospace feature can be activated by applied for access through a means of contacting a member of the Site’s management. The Site may, at it’s own sole digression authorise and/or unauthorise the Registered User to be able to access the service.
23.2 Registered Users accepted by the Site to use this feature on the service will not be charged any fee from the Site when it comes to the access and use of this Demospace feature. The Registered Users enaging in the service will actively seek to refer members of the public to their client branded landing page, which is accessible by the members of the public. The Registered User is referring these members of the public to this branding client landing page, whereby the members of the public may access the service as an applicant of the Registered User. These applicants are deemed as a referred Registered User of the Site and by accessing the service and submitting their music will jointly create a free Registered User Account on the Site. There is no fee to the applicant who may access the Demospace feature.
23.3 The Site will track the referred Registered Users Account that has engaged in the Demospace feature and pay a referral commission equal to ten percent (10 per cent) of any net fees generated by each referred Registered User for a period of twelve months (12 months) from the date of each referred Registered User joining the Site. Any commission generated will be added to the Demospace Account Holder’s Registered User Account by the Site and may be provided with monthly statements outlining details of the activity of the service and any commission earned.
23.4 If an existing Registered User of the Site applies to any of the client branded landing pages for the service, then a referral will not apply and be tracked. For the avoidance of doubt, a referred user can only be deemed as a referral once during the lifetime of their Registered User Account.
23.5 For more information and details about this service, please contact the Site management for specific details and how to access the service.
We provide our registered users the ability to access an Invite Friends referral scheme from within their registered account in the site. They will have the ability to share a unique referral link generated within their account and broadcast this link to social media, public websites (that are authorised by the person adding the link and that are allowed to share this type of information and links provided) and by way of email invitations and other legal and authorised methods of communication. This link is tracked by our site using cookie tracking and details about this continue below.
By introducing new registered users to our site, the referrer can potentially earn commission, if those referred users qualify join the site and become paying, active users within the first year of them being referred to the site. The following outline the terms and conditions for this scheme. If you do not agree with these rules, then do not opt into this scheme or share your referral link, if you access the scheme’s area within your account.
24.1 A qualifying referred user is a person, other than yourself, that you have referred to the site using the unique referral link provided within your account. We will track any referred traffic to our site from referred links. If and when a new referred person registers on our site that has been successfully tracked, we will log and flag this person’s new account to the referrer’s account. A referred user will only qualify for commission, if and when any of the referred users activate and pay for their adventurer account or upgrade to any of our other services and account types. To be clear, a referred user, must become a paying customer to qualify for commission to the referrer. Details of our pricing tiers are available from our pricing page.
24.2 Any qualifying commission will be allocated to the referrers account and displayed within your invite friends area. Commission is earned only if a referred user becomes an active paying customer within the first year of them signing up to the Site. When a referred user becomes a paying customer, if they were to cancel their account, or otherwise request a refund under the terms of the site, or in such event that we need to return any monies to a referred user, then the commission would not qualify. If in the event that commission why paid or allocated to a referred users account, then the commission will be removed and or requested for return to us, in the event that said commission was already used within the users account or paid their their bank account.
24.3 Commission can be used as funds to spend within the site for Music Gateway services and includes the ability to reduce any subscription fees. Commission can be requested to be withdrawal and paid directly to a personal bank account, which can be international and therefore, outside the UK. These commission use options are detailed within the site.
24.4 The site tracking of referred users is an industry standard way for most websites to track referral links from third parties, however, there is no guaranteed that every person clicking a referred link will be tracked successfully, as the referred user may disable their browse cookies and or clear their cached memory, or return to the Site at a later stage from a different referral link, such as PPC advertising. The tracking cookie lasts for 30 days and when a new referred user registered to the site, the tracking system will use the last and therefore only one tracking cookie available within the site to log that account as being referred by the source logged by the cookie. We will use our best endeavours to track referred users to the site, but can not be held responsible for any reason if this is not 100% accurate. If you are aware of any issues with your link or tracking, please get in contact with us and we can check for any issues.
24.5 There is a minimum withdrawal limit for requesting commission from your account to be paid directly to a bank account by means of an electronic transfer only. We cannot be held responsible for any errors in information provided to us, in relation to bank transfer details. The minimum level is £50 GBP or 60 Euros or $70 USD. If there is any error in the bank transfer information supplied to us and the amount is paid to another account in error due to this misinformation, it is the responsibility of the person supplying us with the bank details to address this issue themselves, we will not re-send or seek to get the monies returned to us.
24.6 Any commission paid, will be the amount requested to be withdrawn without any deductions or fees from us, unless we are charged by any third party or receiving bank or if there are any fees or deductions applied to the transfer from the receiving bank, to which we can not be held responsible. If for any reason, we can not transfer funds to a bank account of your choice due to your country or laws within that country, then we will, at our sole discretion, seek an alternative solution to send the monies. However, if we believe, in our sole discretion that there is no reasonable alternative, we shall refuse the transfer of funds and the referrer will be required to use the other options available, within their account to use the funds.
24.7 We may provide you with banner artwork to display to any website that you have authorisation to display such content and code to track the referred users. This will be available to download and or embed into your website. Any banner artwork manually downloaded, will require your unique link added to the artwork for tracking purpose.
24.8 All referred users will be provided with an incentive to register on the site, which is a 25% (twenty five) per cent discount on our standard pricing. Note that we offer an ongoing general 15% (fifteen) per cent discount to all members of the public who register on the site in respect of paid account types on an annual basis only. This general 15% discount is excluded for Adventurer accounts which doesn’t have an option to pay monthly. The special 25% (twenty five) discount offered as part of this scheme is the total discount available and can not be combined with any other offer and will not be applied in addition to the existing annual discount offered by the site as explained above. Please note, that this special discount will be available to the basic Adventurer account that has no general discount applied to it.
24.9 We have the right to change, cancel, suspend or update the rules of the scheme without notice and at our sole discretion. We will notify any registered users that have enabled the scheme within their account of these changes. It is the sole responsibility of the registered user to check for any changes to the scheme and decide if they wish to continue using the scheme under any new terms.
24.10 Under no circumstances is any person allowed to imply or otherwise state that they a representative of Music Gateway or to suggest they are working on behalf of our Company or the site in any way shape or form. You may contact us, if you have any questions regarding this matter or wish to request permission to use specific reasons or statements about the site. We recommend that you refer to our website and its content for the purpose of promoting your referral link and how you benefit from our services, this would be best for the purpose of blog content, for example. You must not use any content on our website that contains personal data or sensitive information or non public information.
24.11 If we become aware of any conduct, behaviour or any action that is a breach of the terms and conditions of the site in general or are in relation to this scheme, then we have the sole right to cancel your account and or any commission that may have been due to you from your referrals. We may suspend accounts, as we see fit, in our sole discretion in relation to the above if we require further information. If a registered user takes the decision to cancel or close their account, then any commission due will be cancelled, until a request is made by the user and that request complies with the rules of the scheme. If the commission is below the minimum withdrawal threshold, then unless the commission is used within the site, then the commission will not be payable and removed on closure of the account.
If you access the Site from locations outside the United Kingdom you are responsible for compliance with local laws applicable to your access and use of the Site and the services.
28.1 In addition to Section 17 (Notifications and Service Messages), we may also notify you via postings on www.musicgateway.com.
28.2 If you have any concerns about any information or content which on the Site or complaints about or relating to the Site, please get in touch via the Contact Us section link located at the bottom of the home page. We will endeavour to respond to any concerns and complaints as soon as practicable.
28.3 Any legal notices (including any notification of infringement of copyright or other right) to be given by you to us should be sent by Email: email@example.com