a Description. Pianosity.com features a web-based streaming service intended to enable subscription holders and purchasers (“Users”) to learn how to play the piano and other keyboard related instruments. The web-based music lessons are digitally streaming and are not downloadable. The intended use of this Site and Service is to enable individual Users to learn how to play the piano for their own personal use and enjoyment.
b Users. A User must be at least eighteen (18) years of age, accept the Agreement, complete the registration process, and pay the appropriate fees in full in order to use Pianosity’s Site and Service. If the intended User is under eighteen (18) years of age, a parent or legal guardian must accept the Agreement on behalf of the intended User, complete the registration process, and pay the fees in full.
c Registration. User hereby warrants and represents that the information provided during the registration process is accurate and that, if registering on behalf of any entity, the User is an authorized agent of that entity. User hereby grants Pianosity a perpetual, irrevocable, non-exclusive, royalty-free, worldwide license to use the User’s registration information for its business purposes. Pianosity will use reasonable efforts to protect the privacy of information obtained as part of the registration process. User also agrees to keep all user information up to date.
e Email Communications. From time to time, Pianosity will use email to communicate with the User. By using the Service, Users agree to receive receipts, status notifications, newsletters, and carefully selected special offers, promotions, and third-party services that Pianosity believes could be of value to the User. Users are free to unsubscribe from such communications at any time.
2 LIMITED LICENSE
3 PROHIBITED USES
a Prohibited Uses of Protected Intellectual Property. User acknowledges that the Service is a streaming service and all downloading of any content on the Site is strictly prohibited. Furthermore, User shall not post, display, publish, copy, reproduce, distribute, transmit, modify, sell, perform, broadcast, transfer, or otherwise exploit the content, data, or other information on the Site and Service. User agrees not to publicly display the instructional content to anyone who does not hold a license to view this content. Users shall not remove, conceal, or alter the copyright notice, byline information, credits, or other notices of intellectual property on the Site. User hereby agrees not to make any commercial use or exploitation of the Site or Service or any of the content therein. User expressly agrees not to share his or her password with anyone who is not registered on his or her account. Users may not broadcast, circulate, distribute, download, perform, publish, rent, reproduce, sell, store, transmit or create derivative works from the Web Site. The User must comply with all applicable laws in connection with using the Service. The User agrees to refrain from any use that is infringing, defamatory, libelous, or invasive of the personal or privacy rights of others or depicts third parties in a false light or other unlawful or actionable manner.
b Prohibited Uses Related to Site Security. Users are prohibited from modifying the Site or any portion of it. Users agree not to upload or otherwise infect the Site with any viruses, Trojan horses, worms, time bombs, or other electronic data that are intended to damage, interfere with, surreptitiously intercept, or expropriate Pianosity’s Site, Service, data, or other content. Users are prohibited from accessing content not intended for User access and prohibited from testing the vulnerability of the Web Site or otherwise creating or attempting to create a security breach. Users are prohibited from interfering with the Service, the host, and the network and are prohibited from using any web tools to harvest data or other content information from the Site.
4 PROPRIETARY RIGHTS
a Intellectual Property. As between you and Pianosity, Pianosity owns and has all rights to control the contents of this Site, including but not limited to all of the intellectual property, copyrights, trademarks, patent rights, database rights, moral rights, sui generis rights, and all rights in the graphics, user interface, “look and feel,” text, symbols, musical compositions, video files, audio recordings, literary property, images, the selection and format of these elements, the underlying software and databases. All of these elements may be protected by U.S., state, and international intellectual property laws.
b Derivative Works. User expressly acknowledges that this license agreement is only a limited license and does not contain the right to create, record, or register derivative works or arrangements of the instructional content and sound recordings made available via digital streaming through the Service.
c Public Performance. User expressly acknowledges that User bears all responsibility for obtaining the rights and permissions necessary to publicly perform any of the musical works learned via the Service. User acknowledges that this license agreement is only a limited license and does not contain the right to publicly perform the licensed compositions and sound recordings made available via digital streaming through the Service.
a Accessibility. Pianosity shall not be responsible for any delays, interruptions of, errors, or omissions encountered in accessing the Site or Service. Pianosity makes no representation, warranty, or covenant that its Site or Service will be available at any specific time or from any specific place. Pianosity SHALL NOT BE RESPONSIBLE FOR ANY LOSS, COST, DAMAGE, OR LIABILITY THAT MAY RESULT FROM SUCH LIMITATIONS ON ACCESSIBILITY.
b Third Party Web Sites (“Linked Sites”). Pianosity’s Site may contain hyperlinks to third-party web sites. These linked sites are not under Pianosity’s direction or control, and Pianosity is not responsible for any of the content on the linked sites. Linked sites should not be viewed as an endorsement by Pianosity, and a User assumes the risk of accessing any of these linked sites.
6 WARRANTIES, INDEMNIFICATION, AND LIMITATION OF LIABILITY
c Disclaimers. The Site and Service are provided "AS IS." Pianosity makes no guaranty that any one video will be available through the Service at any point in time. Pianosity has the right to add or subtract from its inventory at its sole discretion, and DISCLAIMS ANY LIABILITY RELATED TO THE NON-AVAILABILITY OF ANY PARTICULAR COMPOSITION, RECORDING, OR LESSON. Pianosity MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND RELATING IN ANY WAY TO THE WEB SITE, including, but not limited to, any user identity or linked content. Without prejudice to the generality of the foregoing, Pianosity SPECIFICALLY DISCLAIMS, TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY AND ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO, WARRANTIES AGAINST INFRINGEMENT OF ANY THIRD PARTY INTELLECTUAL PROPERTY, OR PROPRIETARY RIGHTS.
7 TERM AND TERMINATION
b Inactivity. Pianosity has the full right to terminate a User’s subscription for a period of significant inactivity. A period of significant inactivity shall be defined as a period of one year that passes without the User logging on to the Site and utilizing the Service.
a Comments and Suggestions. If you send comments or suggestions about the Service to Pianosity, including, but not limited to, notes, text, drawings, images, designs or computer programs, such submissions shall become, and shall remain, the sole property of the Site. No submission shall be subject to any obligation of confidence on the part of Pianosity. The Site shall exclusively own all rights to (including intellectual property rights thereto), and shall be entitled to unrestricted use, publication, and dissemination as to all such submissions for any purpose, commercial or otherwise without any acknowledgment or compensation to you.
c Unauthorized Access. Pianosity shall use commercially reasonable efforts to restrict unauthorized access to our data and files. However no system whether or not password protected can be entirely impenetrable. You acknowledge that it may be possible for an unauthorized third party to access, view, copy, modify, or distribute the data and files you store using the Site. Use of the Site is completely at your own risk.
e Governing Law, Arbitration, Venue, and Jurisdiction. The validity and interpretation of this agreement shall be construed in accordance with the laws of the State of Florida without reference to any choice of law rules that would result in the application of the substantive law of any other jurisdiction. Any controversy or claim arising out of or relating in any way to this Agreement or the validity, construction or performance of this Agreement, or the breach thereof, shall be resolved by arbitration in accordance with the commercial rules and procedures in existence at the time of such claim of the American Arbitration Association (“AAA”) under its jurisdiction in West Palm Beach, Florida. Judgment on the arbitration award rendered by AAA may be entered in any court having jurisdiction thereof. Such AAA rules and procedures are incorporated and made a part of this Agreement by reference. Either (i) Pianosity and User shall mutually select one arbitrator familiar with the music industry, Internet, streaming and website functionality (“qualified arbitrator”) or (ii) if they cannot agree on such qualified arbitrator, they shall each select one qualified arbitrator and those two arbitrators shall then select a third qualified arbitrator. All such proceedings shall be closed to the public and confidential and all records relating thereto, except for the arbitrators’ award, shall be permanently sealed. The parties agree hereto that they will abide by and perform any award rendered in any arbitration conducted pursuant hereto. The arbitration will be held in West Palm Beach, Florida and any award shall be final, binding and non-appealable. The Parties agree to accept service of process in accordance with the AAA Rules. Any court action to enforce the arbitration award may be brought in a court of competent jurisdiction in West Palm Beach, County of Palm Beach, State of Florida. Each Party waives to the fullest extent possible any objection it may have to the arbitration or judicial enforcement venue lying in Florida, the inconvenience of such forum, and the exercise of personal jurisdiction over the Parties.
f Severability. Any clause herein that is held to be fully or partly invalid or unenforceable for any reason whatsoever, or in violation of any applicable laws, shall be deleted and the remaining clauses of this Agreement shall continue to have effect and be binding upon the parties.
g Survival. The following provisions shall survive any termination or expiration of this Agreement: Payment; Warranties, Indemnification, and Limitation of Liability; Relationship of Parties, Survival and Miscellaneous.
h Entire Agreement. This Agreement represents the exclusive, full, and complete agreement of the Parties.
i Relationship of Parties. The Parties are independent contractors. None of the terms set forth in this Agreement create, or are to be construed as creating, any partnership, joint venture, agency, master-servant employment, trust, or any other relationship between the parties.
Reservation of Rights. Any rights not expressly granted herein are reserved by Pianosity.