JAY CLIFFORD MUSIC VIDEO
Online Terms of Service
General
The JAY CLIFFORD MUSIC VIDEO website (the "Service" or "Site") is owned and operated by TWO WAY STREET, LLC, a South Carolina limited liability Company, under the Record Label, "Thirty Three & 1/3 Records" (hereafter "TWO WAY STREET") and contains material that is protected by domestic and international copyright, trademark and other intellectual property laws. Unless otherwise specified, the Service is intended for your personal, noncommercial use only. You may not modify, copy, reproduce, republish, upload, post, transmit or distribute in any way any material, including code, from the Service. As set forth in these Terms of Service, you may download certain material from the Site that is made available and may use the Service for your personal, non-commercial use only, provided you keep intact all copyright, trademark and other proprietary notices contained herein.
Purpose & Use of Site
The JAY CLIFFORD MUSIC VIDEO Site has been set up to facilitate completing a professional
music video for Jay Clifford's song, "Know When To Walk Away" for T.V. and Internet
publication and distribution in order to promote Jay Clifford's new Album, "DRIVING
BLIND." The Service will allow the Public and/or Jay's fans to be able to download
the song, "Know When To Walk Away," and the lyrics and then perform an amateur video
in sync to the song to later be uploaded to the Site for review, modification and
approval for possible inclusion on the final produced "Know When To Walk Away" music
video ("Purpose"). TWO WAY STREET reserves the right, in its sole discretion, to
amend these Terms of Service, and to modify, add or discontinue any aspect, content,
or feature of the Site. Such amendments, modifications, additions, deletions shall
become effective upon notice thereof, which may be provided to you by posting on
the Site, via e-mail or any other means. Continued use of the Site by you shall
constitute your binding acceptance of any such amendments, modifications, additions
or deletions. The Site is owned and operated by TWO WAY STREET and its affiliated
companies and contains material that is derived in whole or in part from material
supplied and owned by TWO WAY STREET and other sources. Such material is protected
by copyright, trademark, and other applicable laws. You may not modify, copy, reproduce,
republish, upload, post, transmit, publicly display, prepare derivative works based
on, or distribute in any way any material from the Site, including but not limited
to text, audio, video and code. During your visit, however, you may download material
displayed or available on the Site for non-commercial, personal use only (provided
that you also retain all copyright and other proprietary notices contained on the
materials).
You may establish a hypertext link to this Service so long as the link does not
state or imply any sponsorship of your site by TWO WAY STREET. However, you may
not, without the prior written permission of TWO WAY STREET, frame any of the content
of the Service, or incorporate into another Site or other service any intellectual
property of TWO WAY STREET, its parent or affiliate companies or its licensors.
Submissions/ALL Rights in Communications or Materials Granted to TWO WAY STREET
TWO WAY STREET'S policy is not to accept or consider creative materials, ideas,
or suggestions other than for the Purpose that is specifically requested on the
JAY CLIFFORD MUSIC VIDEO Site. This is to avoid any misunderstandings if your ideas
are similar to those we have developed independently. Therefore, we must request
that you do NOT send to us any other original creative musical and/or video materials
other than for the Purpose that is specifically requested on the JAY CLIFFORD MUSIC
VIDEO Site. Any communication or material you do transmit to the Site by electronic
mail, uploading to the Site or otherwise will be treated as non-confidential and
non-proprietary.
Anything you transmit, upload or post to the Site shall be deemed the property of
and may be used by TWO WAY STREET, or its affiliates, for any purpose, including,
but not limited to, reproduction, modification, disclosure, transmission, publication,
licensing, broadcast and posting. Furthermore, TWO WAY STREET is free to use and
shall be deemed to own, any ideas, concepts, know-how, or techniques contained in
any communication or material you send to the Site for any purpose whatsoever, including,
but not limited to, developing, manufacturing and marketing products using such
information. You hereby grant to TWO WAY STREET and its agents and assigns, the
absolute right and permission throughout the universe and in perpetuity to copyright,
modify, use, re-use, publish, and republish video images and/or pictures of you,
or in which you may be included, derived from you posting and/or uploading music
and/or video files to the Site, in whole or in part, or composite or distorted in
character or form, without restriction as to changes or alterations, from time to
time or reproductions thereof in color or otherwise, in conjunction with TWO WAY
STREET'S name or a fictitious name, made through any media now known or hereafter
devised, for purposes of advertising, promotion, trade, or any other purpose whatsoever.
Disclosure, submission, or offer of any material or communications to the Site shall
constitute an assignment to TWO WAY STREET of all worldwide rights, titles, licensing
and other interests in and to any and all copyrights and other intellectual property
rights in such submission. TWO WAY STREET may edit, copy, publish, distribute, translate,
and otherwise use in any medium any submission that you forward to TWO WAY STREET
and will own exclusively all such rights, titles and interest thereto and shall
not be limited in any way in its use, commercial or otherwise, of the submission.
TWO WAY STREET is, and shall be, under NO obligation to: (1) maintain any of yours
or any user's submissions in confidence; (2) to pay to you or any user any compensation
for any submissions; or (3) to respond to any of yours or any other user's submissions.
By posting messages, uploading music and/or video files, or otherwise providing
any material for display on the Service, you are representing that you are the owner
of the material, or are making your submission with the express consent of the owner
of the material. In addition, when you post a message, upload a music and/or video
file, or otherwise provide us with material for display on the Service, you are
granting TWO WAY STREET a royalty-free, perpetual, non-exclusive, unrestricted,
worldwide license to:
1. Use, copy, modify, sublicense, adapt, transmit, publicly perform or display any
such communication in any legal manner. 2. Sublicense to third parties the unrestricted
right to exercise any of the foregoing rights granted with respect to the communication.
The foregoing grants shall include the right to exploit any proprietary rights in
such communication, including but not limited to rights under copyright, trademark,
service mark or patent laws under any relevant jurisdiction.
You hereby waive any right that you may have to inspect or approve the finished
product or products or the advertising or promotional copy or printed matter that
may be used in connection with the Service or the use to which it may be applied.
You hereby release, discharge and agree to hold harmless TWO WAY STREET, and its
parent, affiliates, and their respective officers, directors, owners, employees,
agents, information providers and licensors and all persons acting under their authority,
from any and all liability by virtue of its or their use of the images, video, your
name, likeness and biographical material.
You Agree NOT to:
Use the Service to post, upload or transmit any unlawful, threatening, abusive,
libelous, defamatory, obscene, vulgar, pornographic, profane or indecent information
of any kind, including without limitation any transmissions constituting or encouraging
conduct that would constitute a criminal offense, give rise to civil liability or
otherwise violate any local, state, national or international law.
Use the Service to post or transmit any information, software or other material
that violates or infringes upon the rights of others, including material that is
an invasion of privacy or publicity rights or that is protected by copyright, trademark
or other proprietary right, or derivative works with respect thereto, without first
obtaining permission from the owner or right holder.
Use the Service to post or transmit any information, software or other material that contains a virus or other harmful component.
Use the Service to post, transmit or in any way exploit any information, software or other material for commercial purposes, or that contains advertising.
Use the Service to advertise or solicit to anyone to buy or sell products or services, or to make donations of any kind, without the express written approval of TWO WAYSTREET.
Gather for the purpose of spamming e-mail addresses that have been posted by other users of the Service.
However, TWO WAY STREET reserves the right at all times to disclose any information as necessary to satisfy any law, regulation or governmental request, or to refuse to post or to remove any information or materials, in whole or in part, that in TWO WAY STREET'Ss sole discretion are objectionable or in violation of these Terms of Service.
Privacy
The following privacy policy governs our online collection of information from you. This privacy policy, including our children's privacy statement, does not apply
to any information you may provide to us or that we may collect offline and/or through
other means; for example, at a live event, via telephone, or through the mail. We
may collect and store information, personal or otherwise, that you voluntarily supply
to us online as part of the Service. We also collect and store information that
is generated automatically as users navigate online through the Service. Unless
you inform us otherwise, TWO WAY STREET reserves the right to use, and to disclose
to third parties, information collected from you while you are using the Service
(e.g., your name and e-mail address) for a variety of reasons and purposes, such
as providing users with information about products and services. If you do not wish
to be included in such uses, you must send an e-mail or a letter to us requesting
to be taken off any lists of information that may be used for these purposes or
that may be given or sold to third party vendors.
In addition, please keep in mind that whenever you voluntarily disclose personal
information online, for example on message boards, through email, or in chat areas,
that information can be collected and used by others besides TWO WAY STREET. TWO
WAY STREET cannot be responsible for any unauthorized third party use of information
that you disclose online.
We use "cookies" in a limited way to help deliver advertisements and to identify
unique browsers that visit us and to track usage throughout our site. Some of our
business affiliates and advertisers use cookies, which can be used to tell when
your computer has contacted a web site. Because we do not control the privacy policies
of our business affiliates, advertisers or any other sites to which we may provide
hyperlinks, you should check the privacy policy of the site you are visiting if
you have any concerns about that site's use of cookies or about that site's use
of your information.
We also make some content, products and services available through our Service through
cooperative relationships with third party providers, where the brands of our provider
partner appear prominently on the Service. We may share with our provider partner
any information you provide, or that is collected, in the course of visiting any
pages that are made available in cooperation with our provider partner. In some
cases, the provider partner may collect information from you directly, in which
cases the privacy policy of our provider partner may apply to the provider partner's
use of your information. The privacy policy of our provider partners may differ
from ours. If you have any questions regarding the privacy policy of one of our
provider partners, you should contact the provider directly for more information.
Be aware that we may occasionally release information about our visitors when release
is appropriate to comply with law, to enforce our Terms of Service agreement, or
to protect the rights, property or safety of users of our Services, the public,
or TWO WAY STREET.
Please also note that as our business grows, we may buy or sell various assets.
In the unlikely event that we, some or all of our assets, or one or more of our
Sites is acquired by another company, information on our users may be among the
transferred assets.
Children's Privacy Statement for TWO WAY STREET
This children's privacy statement explains our practices with respect to the online
collection and use of personal information from children under the age of thirteen,
and provides important information on your rights under federal law with respect
to such information.
We do NOT knowingly collect personally identifiable information from children under
the age of thirteen as part of the Service. We screen users who wish to provide
personal information in order to prevent users under the age of thirteen from providing
such information. If we become aware that we have inadvertently received personally
identifiable information from a user under the age of thirteen as part of the Service,
we will delete such information from our records. If we change our practices in
the future, we will obtain prior, verifiable parental consent before collecting
any personally identifiable information from children under the age of thirteen
as part of the Service.
Because we do not collect any personally identifiable information from children
under the age of thirteen as part of the Service, we also do NOT knowingly distribute
such information to third parties.
We do NOT knowingly allow children under the age of thirteen to publicly post or
otherwise distribute personally identifiable contact information through the Service.
Because we do not collect any personally identifiable information from children
under the age of thirteen as part of the Service, we do NOT condition the participation
in the Service's online activities of a child under thirteen on providing personally
identifiable information.
Disclaimers
This Service may include links and pointers to Internet sites, content and services
provided by third parties. TWO WAY STREET's linking to any third party sites does
not imply an endorsement or sponsorship of such sites, or the information, products
or services offered on or through the sites. In addition, neither TWO WAY STREET,
its parent or subsidiary companies nor their affiliates operate or control in any
respect any information, products or services that third parties may provide on
or through the Service or on Sites linked to by TWO WAY STREET. The materials, information,
products and services offered on or through the Service and any third-party sites
are provided "as is" and without warranties of any kind either express or implied.
To the fullest extent permissible pursuant to applicable law, TWO WAY STREET disclaims
all warranties, express or implied, including, but not limited to, implied warranties
of merchantability and fitness for a particular purpose. TWO WAY STREET does not
warrant that the Service or any of its functions will be uninterrupted or error-free,
that defects will be corrected, or that any part of this Service, including bulletin
boards, or the servers that make it available, are free of viruses or other harmful
components.
TWO WAY STREET does not warrant or make any representations regarding the use or
the results of the use of the Service or materials in this Service or in third-party
sites in terms of their correctness, accuracy, timeliness, reliability or otherwise.
You, and not TWO WAY STREET, assume the entire cost of all necessary maintenance,
repair or correction.
The Service is provided for informational purposes only. All information is not
intended for trading or investing purposes, or for commercial use. Weather images
may be delayed or temporarily unavailable at times should computer outages or Internet
problems occur. Stock and mutual fund quotes, and related financial news stories
may be delayed at least 20 minutes, as may be required by the stock exchanges and/or
the financial information services. The Service should not be used in any high risk
activities where damage or injury to persons, property, environment, finances or
business may result if an error occurs. You expressly assume all risk for such use.
Indemnification
You agree to indemnify, defend and hold TWO WAY STREET and its parent, affiliates,
and their respective officers, directors, owners, employees, agents, information
providers and licensors (collectively the "Indemnified Parties") harmless from and
against any and all claims, liability, losses, actions, suits, costs and expenses
(including attorneys' fees) arising out of or incurred by any breach by you of these
Terms and Conditions. TWO WAY STREET reserves the right, at its 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 TWO WAY STREET's defense of
such claim.
Registration
To use certain features of the Service, you must register with TWO WAY STREET on
the form provided. You agree (a) to provide true, accurate, current and complete
information about yourself as prompted by the Service's registration form, and (b)
to maintain and promptly update the information you provide to keep it true, accurate,
current and complete. If TWO WAY STREET has reasonable grounds to suspect that such
information is untrue, inaccurate, not current or incomplete, we have the right
to suspend or terminate your account and refuse any and all current or future use
of the Service (or any portion thereof). Our use of any personally identifying information
you provide to us as part of the registration process is governed by the terms of
our Privacy Policy.
Passwords
To use certain features of the Service, you will need a username and password, which
you will receive through the Service's registration process. You are responsible
for maintaining the confidentiality of the password and account, and are responsible
for all activities (whether by you or by others) that occur under your password
or account. You agree to notify us immediately of any unauthorized use of your password
or account or any other breach of security, and to ensure that you exit from your
account at the end of each session. TWO WAY STREET cannot and will not be liable
for any loss or damage arising from your failure to protect your password or account
information.
Limitation of Liability
Under no circumstances, including, but not limited to, negligence, shall TWO WAY
STREET, its subsidiary and parent companies or affiliates be liable for any direct,
indirect, incidental, special or consequential damages that result from the use
of, or the inability to use, TWO WAY STREET materials, products, or services, or
third party materials, products, or services made available through the Service,
or any part of the Service, even if TWO WAY STREET is advised beforehand of the
possibility of such damages. (Because some states do not allow the exclusion or
limitation of certain categories of damages, the above limitation many not apply
to you. In such states, the liability of TWO WAY STREET, its subsidiary and parent
companies or affiliates is limited to the fullest extent permitted by such state
law.) You specifically acknowledge and agree that TWO WAY STREET is not liable for
any defamatory, offensive or illegal conduct of any user. If you are dissatisfied
with any TWO WAY STREET materials, products, or services, or with any of TWO WAY
STREET's terms and conditions, your sole and exclusive remedy is to discontinue
using the Service. FURTHER:
YOUR USE OF, AND BROWSING IN, THE SITE IS AT YOUR OWN RISK. YOU ASSUME FULL RESPONSIBILITY
FOR IMPLEMENTING SUFFICIENT PROCEDURES AND CHECKS TO SATISFY YOUR REQUIREMENTS FOR
THE ACCURACY AND SUITABILITY OF THE SITE, INCLUDING THE INFORMATION, AND FOR MAINTAINING
ANY MEANS THAT YOU MAY REQUIRE FOR THE RECONSTRUCTION OF LOST DATA OR SUBSEQUENT
MANIPULATIONS OR ANALYSES OF THE INFORMATION PROVIDED HEREUNDER. YOU ACKNOWLEDGE
THAT YOUR USE OF THE SITE AND ANY INFORMATION SENT OR RECEIVED IN CONNECTION THEREWITH,
MAY NOT BE SECURE AND MAY BE INTERCEPTED BY UNAUTHORIZED PARTIES. YOU ASSUME RESPONSIBILITY
FOR THE ENTIRE COST OF ALL NECESSARY MAINTENANCE, REPAIR OR CORRECTION TO YOUR COMPUTER
SYSTEM OR OTHER PROPERTY. IN NO EVENT SHALL TWO WAY STREET, ITS PARENT OR SUBSIDIARY
COMPANIES OR ITS AFFILIATES OR SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE,
INCIDENTAL, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY
CONNECTED WITH THE USE OF THE SITE OR WITH THE DELAY OR INABILITY TO USE THE SITE,
OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS AND SERVICES ADVERTISED IN OR OBTAINED
THROUGH THE SITE, TWO WAY STREET'S REMOVAL OR DELETION OF ANY MATERIALS OR RECORDS
SUBMITTED OR POSTED ON ITS SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE,
WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF TWO WAY
STREET OR ANY OF ITS SUBSIDIARY COMPANIES, AFFILIATES OR SUPPLIERS HAS BEEN ADVISED
OF THE POSSIBILITY OF DAMAGES. THIS WAIVER APPLIES, WITHOUT LIMITATION, TO ANY DAMAGES
OR INJURY ARISING FROM ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION,
DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, FILE CORRUPTION,
COMMUNICATION-LINE FAILURE, NETWORK OR SYSTEM OUTAGE, OR THEFT, DESTRUCTION, UNAUTHORIZED
ACCESS TO, ALTERATION OF, OR USE OF ANY RECORD. YOU SPECIFICALLY ACKNOWLEDGE AND
AGREE THAT TWO WAY STREET, ITS PARENT OR SUBSIDIARY COMPANIES, AFFILIATES OR SUPPLIERS
SHALL NOT BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER
OF THE SITE.
Termination
TWO WAY STREET, in its sole discretion, may cancel or terminate your right to use
the Service or any part of the Service at any time without notice. In the event
of termination, you are no longer authorized to access the part of the Service affected
by such cancellation or termination. The restrictions imposed on you with respect
to material uploaded or posted to the Service and/or downloaded from the Service,
and the disclaimers and limitations of liabilities set forth in these Terms of Service,
shall survive.
Other Terms
This agreement constitutes the entire agreement between TWO WAY STREET and you with
respect to the subject matter contained in this agreement and supersedes all previous
and contemporaneous agreements, proposals and communications, written oral. You
also may be subject to additional terms and conditions that may apply when you use
the products or services of a third party that are provided through the Service.
In the event of any conflict between any such third party terms and conditions and
these Terms of Service, these Terms of Service shall govern. This agreement shall
be governed by and construed in accordance with the laws of the State of California
without giving effect to any principles or conflicts of law. If any provision of
this agreement shall be unlawful, void or for any reason unenforceable, then that
provision shall be deemed severable from this agreement and shall not affect the
validity and enforceability of any remaining provisions.
genius switch studio LLC and Mt. Vernon Entertainment are in no way responsible
for the content of this website, the useage of this website, or any video content
uploaded to this website.