Terms and Conditions of Use

PLEASE READ THE FOLLOWING TERMS AND CONDITIONS OF USE OF COMPANY’S ON-LINE LIBRARY OF EDUCATIONAL RESOURCES (“LIBRARY”) CAREFULLY. BY ACCESSING OR USING THE LIBRARY, YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, DO NOT USE THE LIBRARY.

These Terms and Conditions of Use of Library (“Terms of Use”) govern access to and use of the digital learning platforms and products described at: https://www.soundformovement.com which are made available by soundFORMovement LLC (“Licensor”, “us” or “we”), including any and all materials, content, audio or video programs, features, functions, and mobile applications provided by Licensor (collectively, the “Services”). By subscribing to the Services, You will be able to access "Music for Dance" and "Composing for Dance" courses and will also receive a curated mix of music each month, available for download at no extra cost. The resources provided in the Services are geared toward teaching You how to teach dancers to create their own music. By accessing and using the Library and Services, you agree to these Terms of Use.  You agree that you will use the Library and Services for your own educational purposes and that You will not allow any third party to access the Services.

License to Use the Services

The Library and Services and the images, audio files, and video files therein (the “Licensed Materials”) are owned or licensed by Licensor and are protected by the United States and international copyright, trademark, and other intellectual property laws. You will not gain any type of ownership interest in the Services or Licensed Materials. Subject to these Terms of Use, Licensor grants to You a non-exclusive, non-transferable, royalty-free (with the exception f the monthly subscription fee), revocable, right to access the Library and Services and Licensed Materials for Your educational use in accordance with these Terms of Use. The foregoing grants You the following rights:

(a) stream the Licensed Materials available within the Services asynchronously on a single computer or network;

(b) for textual Licensed Materials, print out a single copy of individual entries or educational assets found in the Licensed Materials for purposes of private study or research;

(c) download for noncommercial, educational use, copies of the Material designated as “Downloadable” within the Services for Your use only; and

Prohibited Uses of the Services

All rights not granted to You herein are reserved to Licensor. Except as expressly permitted by these Terms of Use, You may not do any of the following:

(a) copy, modify, distribute, perform, create derivative works of, publish, sub-license, or otherwise share the Services, the Licensed Materials, or any portion thereof on any electronic network accessible to others, including on any content sharing platform; or use all or any part of the Services for Commercial Use where the term “Commercial Use” means the monetization of the Services (whether by or for You) by means of an admission charge or fee for viewing, sale, loan, transfer, or another form of exploitation of the Licensed Materials;

(b) disassemble, reverse engineer, or decompile the Services or any portion thereof;

(c) use any robot, spider, another automatic device, or manual process to monitor or copy the Services or Licensed Materials, or interfere or attempt to interfere with the proper working of the Services or take any action that imposes an unreasonable or disproportionately large load on the infrastructure; or;

(d) collect any personally identifiable information, including usernames or passwords, from the Services;

(e) take any action that may circumvent, disable or damage the security of the Services including the posting of passwords to the Services on any publicly indexed websites;

(f) use the Licensed Material in a manner that disparages the Services, Licensor, or the Licensed Materials;

(g) delete the copyright holder’s name or any copyright or other propriety notices from the Services or Licensed Materials

(h) systematically download material, create distribution libraries from the Licensed Materials; or sell, rent, display, exhibit, or otherwise transfer any of the Licensed Material to any third party; or

(g) make the Services or Licensed Materials available to any third party in a manner or magnitude that would replace or circumvent the need for such third party to obtain its own subscription or purchase the Services or Licensed Materials.

Fees and Payments

Licensor may change its standard rates for subscriptions to its Licensed Materials in the normal course of business. In that case, You will be notified of any new rates by a renewal notice on the website.

Password Protection/License Compliance

You agree to take all necessary, reasonable, and prudent precautions to keep Your access information secure and to comply with these Terms of Use.

You shall ensure that Licensed Materials You download from the Services are kept on a secure server that is viewable only by You. Licensor reserves the right to terminate Your access to the Services in the event Licensor believes, in its sole discretion, that Your use of the Services is inconsistent with noncommercial, educational purposes and/or inconsistent with these Terms of Use. You understand and agree that the unauthorized use of the Services and/or Licensed Materials may cause immediate and irreparable damage to Licensor for which Licensor would not have an adequate remedy at law. Therefore, You agree that, in the event of such unauthorized use, in addition to such other legal and equitable rights and remedies that may be available, Licensor shall be entitled to injunctive and other equitable relief without the necessity of proving damages or furnishing a bond or other security.

Material Collections and Subscription Packages

Some Licensed Materials in the Services are licensed from third-party suppliers. Licensor may add, update or change Licensed Materials in its various subscription packages and collections at any time during the period of time that You subscribe to the Services (the “Subscription Term”). Any Licensed Materials added to a collection during the Subscription Term will be at no added cost to Subscriber. Licensor may also be required or choose to remove Material, for example if the Licensed Materials are no longer in distribution or if the third-party supplier of Licensed Materials terminates it agreement with Licensor. Accordingly, Licensor reserves the right to add or remove Licensed Materials at any time without notice. Licensor agrees to use commercially reasonable efforts to provide advance notice of the discontinuation of any Material collections or packages whenever reasonably possible and to offer You the option to purchase a permanent license to such materials if Licensor has the right to do so. To the extent Licensor is unable to offer a permanent license, You agree to delete electronically stored copies of removed Licensed Materials from your server within five (5) business days of receipt of written notice from Licensor.

Privacy

By accessing and using the Services, Subscriber agrees that Licensor may collect and use Subscriber’s and its Authorized User’s information in accordance with the terms of the Licensor’s Privacy Policy which is incorporated herein and forms an integral part of these Terms of Use. The Privacy Policy describes how we process personal information, including the types of personal information that we collect, the purposes for which we use it, the types of third parties with whom we share it, and any rights a subscriber may have with respect to such personal information. The Privacy Policy also sets forth the types and categories of personal information that a subscriber is permitted to provide to us, and its responsibilities and obligations with respect to such personal information. Please review our Privacy Policy carefully.

Third Party Application Program Interface (API”) Terms

Some embedded videos on the Services integrate with YouTube, Vimeo and other links directing users to other educational resources. By using these features, you agree to be bound by the Terms of Service of those companies.

External Links

If the Services contain links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources and therefore accept no responsibility for them or for any loss or damage that may arise from Your use of them. If You decide to access any of the third-party websites linked to the Services, You do so entirely at Your own risk and subject to the terms and conditions of use for such websites.

Term and Termination

These Terms of Use shall continue in full force and effect during the Subscription Term and for so long as You have access to any Licensed Materials. If any of the Licensed Materials are licensed on a permanent basis, these Terms of Use shall continue to apply in perpetuity to such Licensed Materials for so long as they are accessed or used by You. Notwithstanding the foregoing, Licensor shall have the right to terminate Your access to the Services and the Licensed Materials (including those licensed on a permanent basis) in the event of Your uncured material breach of these Terms of Use. Licensor shall provide You with written notice and a reasonable opportunity to cure a material breach unless it is incapable of cure or poses an unreasonable risk to the security or integrity of the Services. Upon termination, Your rights to use the Licensed Materials and the Services shall immediately cease. Copies of any Licensed Materials downloaded must be deleted upon termination of Your subscription.

Terms of Use May Change

Licensor may modify these Terms of Use, in whole or in part, from time to time in its sole discretion, effective immediately upon posting modified Terms of Use on this website and, if You are a registered user, by directly communicating them to You at the email address associated with your account. By not terminating Your account within seven (7) days after our providing a notice of modification to the Terms of Use as described above or by continuing to use or access the Services after modified Terms of Use are posted to the Services, You agree to comply with, and be bound by, such modifications.

Disclaimer

The Licensed Materials in the Services, including but not limited to text, availability, and descriptions may contain errors or inaccuracies and may be incomplete, inaccurate, or untimely. Licensor reserves the right to correct any errors, inaccuracies, or omissions and to change or update the Licensed Materials at any time without prior notice; provided that Licensor does not represent that all errors will be corrected. Licensor disclaims any and all responsibility or liability for the accuracy, content, completeness, legality, reliability, or operability or availability of information or material displayed in the Services. Licensor disclaims any responsibility for any harm resulting from downloading or accessing any information or Licensed Materials through the Services.

The Services may include content provided by third parties. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided through the Services, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of Licensor. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

LICENSOR MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE SERVICES OR MATERIALS, WHICH ARE PROVIDED “AS IS” AND “AS AVAILABLE.” LICENSOR DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. LICENSOR SHALL HAVE NO LIABILITY OR RESPONSIBILITY FOR ANY EXTERNAL WEBSITE THAT IS LINKED TO FROM WITHIN THE SERVICES OR FOR MATERIALS PROVIDED BY THIRD-PARTY SUPPLIERS OF MATERIALS. LICENSOR DOES NOT WARRANT THE FUNCTIONS, INFORMATION, OR LINKS CONTAINED ON OR IN THE SERVICES WILL MEET YOUR REQUIREMENTS, THAT THE SERVICES ARE FIT FOR ANY PARTICULAR PURPOSE, OR WILL OPERATE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED. LICENSOR DOES NOT WARRANT THAT THE SERVICES ARE SECURE OR FREE OF VIRUSES, WORMS, TROJAN HORSES, CANCELBOTS, OR OTHER HARMFUL COMPONENTS. LICENSOR DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE MATERIALS IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.

Limitation of Liability

UNDER NO CIRCUMSTANCES SHALL LICENSOR OR THIRD-PARTY SUPPLIERS OF MATERIALS BE LIABLE TO YOU FOR ANY SPECIAL, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF THESE TERMS OF USE OR THE USE OR INABILITY TO USE, THE SERVICES, REGARDLESS OF THE CAUSE OR FORM OF ACTION. LICENSOR’S AGGREGATE LIABILITY FOR ANY AND ALL CLAIMS, LOSSES OR DAMAGES ARISING OUT OF THE USE OF LICENSOR SERVICES SHALL IN NOT EXCEED THE SUBSCRIPTION FEE PAID BY YOU TO LICENSOR IN THE TWELVE (12) MONTH PERIOD BEFORE THE CLAIM AROSE.

Indemnification

To the fullest extent permissible by law, Licensor and You each agree to indemnify, defend and hold the other party harmless for any losses, claims, damages, awards, penalties, or injuries incurred by the indemnified party, including reasonable attorney’s fees, which arise from any third party claim resulting from the indemnifying party’s breach of a representation, warranty or covenant made under this Agreement; provided that the indemnifying party is promptly notified of any such claims and given the right to direct and control the investigation, defense, and settlement of such claim. The indemnified party shall have the right to approve the settlement of such claim and to engage counsel of its own choosing in the defense of such claim at its own expense. This indemnity shall survive the termination or expiration of the Subscription Term.

Governing Law

These Terms of Use are governed by the laws of the United States and Utah, without giving effect to any principles of conflicts of laws. You hereby consent to the jurisdiction of the state and federal courts located in Utah.

Publicity; Feedback

You agree that Licensor may use Your name, logo, graphic, photo, or other marks to customize the display of the Services for Licensor’s marketing and promotional purposes, including referencing that You are a customer of Licensor, provided that any logo, graphic, photo, or other marks of Yours, continue to be the property of You.

Miscellaneous

Licensor’s rights, including but not limited to all rights of remedy for Your breaches of these Terms of Use, shall continue in perpetuity. No delay or failure of Licensor to take action will constitute a waiver by Licensor unless expressly waived in writing by Licensor. Licensor reserves the right to change, modify, add, or remove Licensed Materials at any time without notice. Product features and specifications, and product title library are all subject to change without notice. Under no circumstances shall Licensor be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including, without limitation, Internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, epidemics, or loss of or fluctuations in heat, light, or air conditioning. With the exception of the right to use the Services and Licensed Materials, all other provisions of this Agreement shall survive termination and shall continue to legally bind You. These Terms of Use constitute the complete agreement of the parties and contain the entire understanding of the parties hereto relating to the Licensed Material and supersede any prior written or oral agreement or understandings between the parties with respect to the Licensed Materials and cannot be changed or terminated orally. This Agreement may not be assigned or transferred by You, by operation of law or otherwise without the prior written consent of Licensor.