1. ACCEPTANCE OF TERMS
This Agreement applies to all users of the Services (“User,” “you” or “your”), of the IART website whether you are accessing them via a personal computer, a wireless or mobile device or any other IP-enabled technology (each, a “Device”). By using the Services, you acknowledge and agree that you shall comply with this Agreement and any additional terms and conditions that we provide to you in connection with the Services and other products and services we may offer or make available to you. To the extent that there is a conflict between this Agreement and the Additional Terms, the Additional Terms shall govern.
2. TERM AND TERMINATION
We may modify this Agreement from time to time without notice to you for any reason. We will provide or display notices of material changes on the Services and/or e-mail or notify you upon login about these changes – the form of such notice is at our discretion. Once we post or make available such changes on the Services, these changes become effective immediately, and if you use the Services after they become effective, it will signify your agreement to be bound by such changes. We recommend that you check back frequently and review this Agreement regularly so you are aware of the most current rights and obligations that apply to you.
By using the Services, you represent, warrant and covenant to IART that you are 13 years of age or older (if you are located in the United States) or 16 years of age or older (if you are located outside of the United States). Certain features of the Services may be subject to heightened age and/or other eligibility requirements and restrictions. If you are a User between the ages of 13 and 18 (or the age of majority in your jurisdiction), please review this Agreement with your parent or guardian. Your parent or guardian should agree to this Agreement on your behalf, and parental discretion is advised for all Users under the age of 18 (or the age of majority in the applicable jurisdiction).
5. USER REGISTRATION
In order to access and use IART content, we require that you register for the applicable Services, have a unique username and password combination (“User Credentials”) and provide specific additional information, which will include, without limitation, your legal name, address, telephone number, email address, date of birth, country or province of residence and zip code where applicable. We respectfully request that the email in your account information reflect the email address that you most frequently use as this is the email IART uses to contact you or make you aware of any changes in these terms or in our website content. You represent and warrant that all registration and account information you submit is truthful and accurate and you shall maintain and promptly update the accuracy of such information. Further, if you elect to become a registered User of the Services provided by IART, you are responsible for maintaining the confidentiality of your User Credentials, and you shall be responsible and liable for any access to or use of the Services by you or any person or entity using your User Credentials, whether or not such access or use has been authorized by you or on your behalf, and whether or not such person or entity is your employee or agent. It is therefore critical that you do not share your User Credentials with anyone, and you should use particular caution when accessing your User Account from a public or shared computer so that others are not able to view or record your User Credentials or access your User Account. You agree to immediately notify IART of any unauthorized use of your User Credentials or User Account, or any other breach of security. We reserve the right to deny access, use and registration privileges to any User of the Services suspected of fraudulent or otherwise improper submissions, registrations or uses or if we believe there is a question about the identity of the person trying to access any User Account or element of the Services.
7. OUR OWNERSHIP RIGHTS
As between you and IART, IART owns all rights, title and interest in and to the Services, including, without limitation, all audio/visual content, artwork, photographs, illustrations, graphics, logos, copy, text, computer code, software, data, user interfaces, visual interfaces, information, materials, and all copyrightable or otherwise legally protectable elements of the Services, including, without limitation, the design, selection, sequence, look and feel, and arrangement of the Services, and any copyrights, trademarks, service marks, trade names, trade dress, patent rights, database rights and/or other intellectual property and/or proprietary rights therein (including with respect to any content contained and/or made available in any advertisements or information presented to you via the Services). Except as expressly authorized by IART and set forth in Additional Terms you shall not, nor shall you allow any third party (whether or not for your benefit or otherwise) to, reproduce, modify, create derivative works from, display, perform, publish, distribute, disseminate, broadcast or circulate to any third party (including, without limitation, on or via a third-party website or platform), or otherwise use, the Services, including, without limitation, any content therein, without the express, prior written consent of IART.
You further understand and agree that the framing or scraping of, or in-line linking to, the Services and/or the use of web crawler, spidering or other automated means to access, copy, index, process and/or store any content made available on or through the Services other than as expressly authorized by IART is prohibited. You further agree to abide by exclusionary protocols (e.g., Robot.txt, Automated Content Access Protocol (ACAP), etc.) that may be used in connection with the Services.
8. RULES FOR USE OF THE SERVICES
The Services are to be used solely for your non-exclusive, non-assignable, non-transferable, non-commercial and limited personal use and for no other purposes. You are solely responsible for your conduct in connection with the Services.
You must not:
- alter, delete or conceal any copyright, trademark, service mark or other notices contained on the Services, and/or modify, reverse engineer, decompile or disassemble any part of the Services, whether in whole or in part, or create any derivative works from any part of the Services, or encourage, assist or authorize any other person in doing so.
- except as expressly authorized by IART, you shall not, nor shall you allow any third party (whether or not for your benefit or otherwise) to reproduce, modify, create derivative works from, display, perform, publish, distribute, disseminate, broadcast or circulate to any third party (including, without limitation, on or via a third-party website or platform), or otherwise use, the Services, including, without limitation, any content therein, without the express, prior written consent of IART or its owner if IART is not the owner;
- engage in or encourage conduct that (a) would violate any applicable law or violate or infringe upon any intellectual property, proprietary, privacy, moral, publicity or other rights of ours or of any other third party, (b) affects adversely or reflects negatively on IART, its affiliates, the Services, our goodwill, name or reputation or causes duress, distress or discomfort to us or anyone else, and/or (c) discourages any person or entity from using all or any portion, features or functions of the Services, or from advertising, linking or becoming a supplier to us in connection with the Services.
- modify, disrupt, impair, alter or interfere with the use, features, function, operation or maintenance of the Services or the rights or use or enjoyment of the Services by any other User.
- impersonate any person or entity or falsely state or otherwise represent your affiliation with a person or entity; and/or
- solicit passwords or personally identifiable information for commercial or unlawful purposes from other Users or engage in spamming, flooding, harvesting of email addresses or other personal information, “spidering,” “screen scraping,” “phishing,” “database scraping” or any other activity with the purposes of obtaining lists of other Users or other information.
You shall not submit, post, and/or otherwise make available through the Services any User Content (as such term is defined below) that:
- you do not have a right to make available under any law, rule or regulation or under contractual or fiduciary relationships (such as inside information, proprietary or confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements), or otherwise creates a security or privacy risk for any other person or entity;
- contains a software virus, worm, spyware, Trojan horse or other computer code, file or program designed to interrupt, impair, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
- is or is likely to be unlawful, harmful, threatening, abusive, tortious, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy or publicity rights, harassing, profane, obscene, vulgar or that contains explicit or graphic imagery, descriptions or accounts of excessive violence or sexual acts (including, without limitation, sexual language of a violent or threatening nature directed at another individual or group of individuals), contains a link to an adult website or is patently offensive, promotes racism, bigotry, hatred or physical harm of any kind against any group or individual; and/or
- is or may be construed as in violation of this Agreement, as determined in ASCAP’s sole discretion.
9. USER CONTENT
IART may provide you and other Users with an opportunity to participate in viewing communities and other message, comment and communication features on the Services, including, without limitation, in connection with Third-Party Social Media Services that provide you with the opportunity to submit, post and otherwise make available content, messages and other information via the Services (collectively, “User Content”). You agree that (i) you have no expectation of privacy in any User Content and (ii) no confidential, fiduciary, contractually implied or other relationship is created between you and IART by reason of your transmitting User Content to any area of or in connection with the Services. You agree that all User Content is the sole responsibility of the person from which such User Content is originated. This means that you are solely and entirely responsible for the consequences of all User Content that you submit, upload, post, email, display, transmit or otherwise make available. You may not submit, upload, post, email, display, transmit or otherwise make available any User Content that is or may be construed as in violation of this Agreement, including, without limitation, Section 8 above, and/or that we deem otherwise unacceptable, as determined in IART’s sole discretion.
We do not acquire any title or ownership rights in the User Content that you submit and/or make available. After you submit, post, display, transmit or otherwise make available any User Content, you continue to retain any such rights that you may have in such User Content; provided, however, that by submitting, uploading, posting, emailing, displaying, transmitting or otherwise making available any User Content, you grant to IART the unrestricted, worldwide, non-exclusive, irrevocable, perpetual, fully paid-up and royalty-free right and license, in any form or format, on or through any media or medium and with any technology or Devices now known or hereafter developed, in whole or in part, to host, cache, store, maintain, use, reproduce, distribute, display, exhibit, perform, publish, transmit, modify, prepare derivative works of, adapt, reformat, translate, and otherwise exploit all or any portion of your User Content on the Services and any other websites, services, and other distribution platforms, whether currently existing or developed in the future, for any purpose whatsoever without accounting, notification, credit or other obligation to you, and the right to license and sub-license and authorize others to exercise any of the rights granted hereunder to IART, in our sole discretion.
You represent, warrant and covenant that (i) you own any and all User Content you make available or otherwise have the right to grant the rights, licenses and privileges described in this Agreement and to perform and comply with all of the requirements set forth herein, and (ii) you hold and shall continue to hold all the ownership, license, proprietary and other rights necessary to enter into, authorize, grant rights and perform your obligations under this Agreement and shall pay for all royalties, fees, and any other monies owing to any person or entity by reason of your User Content.
10. FEE-BASED SERVICES
IART offers an annual fee-based service without limitation and the services provided by the IART website can be terminated at any time for any reason. Payments are processed via Pay Pal and are subject to certain applicable restrictions, including territory restrictions, bank/payment card restrictions, spending limits, third party service provider restrictions and otherwise, which may prevent the processing of the applicable payment. If a transaction has been declined due to payment card or other issues, please ensure that all data inputted by you are correct in your Pay Pal account and resubmit. A common cause for a payment to be denied is a credit card with the wrong expiration date so be sure to verify your account expiration date is current.
When you register to join us your account is set up on an “auto-renew” basis. An auto-renew profile is created in your Pay Pal account and your membership will be renewed automatically after 12 months. If you prefer that your account not be automatically renewed you can cancel your auto-renew profile by accessing your Pay Pal account at any time.
IART does not make your personal information available to any third party.
11. ACCESS TO THE SERVICES; DEVICE REQUIREMENTS; USAGE RULES
We reserve the right to withdraw or amend the Services in our sole discretion without notice. We will not be liable if for any reason all or any part of the Services is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Services, or to the entire Site or Apps, to registered Users and/or otherwise, as we determine in our sole discretion.
n order to access and use the Services, you may be required to use Device(s) and other technology meeting certain system, configuration and other requirements established by IART, its content partners, licensors and other third parties, such as platform, storefront and network operators (e.g., Apple, etc.) (collectively, “Operators”), and you are responsible for ensuring that your Device(s) and other technology meet all such requirements. In addition, you are responsible for any data access, network and/or other service rates and charges you may incur in connection with your Device and use of the Services.
You further acknowledge and agree that certain Services (in whole or in part), and certain content contained therein, may be accompanied by technological and/or other restrictions (e.g., digital rights management technology, etc.) that protect digital information and content from unauthorized use and access and may limit and restrict your usage of such in accordance with certain rules and restrictions. You agree to comply with such rules and restrictions at all times and shall not violate or attempt to violate any security components thereof.
12. NO RESPONSIBILITY TO REVIEW OR MONITOR
IART assumes no responsibility for monitoring the Services for inappropriate content or conduct. If at any time IART chooses in its sole discretion to monitor the Services, IART nonetheless assumes no responsibility for User Content, assumes no obligation to modify or remove any User Content, and no responsibility for the conduct of any User. However, we reserve the right to review any User Content and to delete, remove, move, edit or reject, without notice to you, for any reason or for no reason whatsoever, any User Content, including, without limitation, any User Content that is or may be construed as violating this Agreement, or is deemed to be unacceptable to IART, as determined in IART’s sole discretion; provided, however, that IART shall have no obligation or liability to you or any third party for failure to do so or for doing so in any particular manner. Further, you acknowledge, consent and agree that IART may access, preserve and disclose your account and registration information and any other content or information if required to do so by law or if based on a good faith belief that such access, preservation or disclosure is reasonably necessary to (a) comply with the law or legal process, (b) enforce this Agreement, (c) respond to claims that any content or information violates the rights of any third party, (d) respond to your requests for customer or technical service, or (e) protect the rights, property or personal safety of IART, Users or any third parties including acting in urgent circumstances.
13. DIGITAL MILLENNIUM COPYRIGHT ACT
If you are a copyright owner, or an agent thereof, and believe that any content on the Services infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act by providing our Designated Agent (as set forth below) with the following information in writing (see 17 U.S.C. § 512(c)(3) for further details):
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the Services are covered by a single notification, a representative list of such works on the Services;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit us to locate the material;
- Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if applicable, e-mail address;
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- Written notification of claimed infringement must be submitted to the following Designated Agent:Name and Address of Designated Agent:
Attention: Copyright Agent
4710 Norwood St SW
Roanoke, Virginia 24018
Email Address of Designated Agent: mailto:email@example.com
- If you believe that your content (which was removed or to which access was disabled) is non-infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to applicable law, to make such content available to IART for use on the Services, you may send a counter-notice containing the following information to our Copyright Agent:
- Your physical or electronic signature;
- Identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
- A statement that you have a good faith belief that the content was removed or disabled as a result of a mistake or a misidentification of the content; and
- Your name, address, telephone number and, if applicable, e-mail address, and a statement that you shall accept service of process from the person who provided notification of the alleged infringement.
- If a counter-notice is received by our Copyright Agent, IART may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider or the User, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at IART’s sole discretion.
14. MEMBER ACCESS
Member Access is an online portal made available exclusively to members of IART, which allows members to, among other things, manage their membership account, including, without limitation, updating their personal information, receiving information related to royalties, downloading statements and registering titles. Your use of Member Access is made available as part of the Services and is subject to the terms and conditions of this Agreement, as well as any Additional Terms that may be made available in connection therewith. Please note that Member Access is currently made available to members of IART on a subscription basis for $49 per year or as a free consumer with limited access to protected content; however, we reserve the right to amend or modify Member Access (including any features and functionality thereof) and/or charge a fee in connection with the use thereof, at any time, in our sole discretion.
For assistance with technical issues and other questions, please use the “Contact Us” form on the home page.
16. THIRD-PARTY SERVICES
17. PROMOTIONAL PARTNERS
From time to time, you may choose to communicate with, interact with, or obtain Third Party Services from our sponsors or other promotional partners (collectively, “Promotional Partners”) found on or through the Services or via a hyperlinked website or platform. All such communication, interaction and participation is strictly and solely between you and such Promotional Partners and we shall not be responsible or liable to you in any way in connection with these activities or transactions (including any representations, warranties, covenants, contracts or other terms or conditions that may exist between you and the Promotional Partners or any goods or services you may purchase or obtain from any Promotional Partners).
You agree to indemnify, defend and hold IART, its affiliates, and their respective successors and assigns, directors, officers, employees, representatives, agents, licensors, Promotional Partners, Operators, suppliers and service providers harmless from any and all claims, liabilities, damages, losses, costs and expenses (including reasonable attorneys’ fees), arising in any way out of or in connection with (a) your use of the Services, (b) your breach or violation of this Agreement, and/or (c) your User Content. IART reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you and all negotiations for its settlement or compromise, and you agree to fully cooperate with us upon our request.
19. DISCLAIMER OF WARRANTIES
The services and all content, products, services and user content made available on, through or in connection therewith, are provided on an “as is” and “as available” basis, without any representation, warranty or condition of any kind, express or implied, or any guaranty or assurance the services will be available for use, or that any products, features, functions, services or operations will be available or perform as described.All implied representations, warranties and conditions relating to the services, the site and the apps, and all content, products, services and user content are hereby disclaimed. Without limiting the foregoing, we are not responsible or liable for any malicious code, delays, inaccuracies, errors or omissions arising out of your use of the services. You understand, acknowledge and agree that your are assuming the entire risk as to the quality, accuracy, performance, timeliness, adequacy, completeness, correctness, authenticity, security and validity of any and all features and functions of the services, including, without limitation, user content associated with your use of the services. You further understand and acknowledge the capacity of the services, in the aggregate and for each user, is limited. Consequently, some messages and transmissions may not be processed in a timely fashion or at all, and some features or functions may be restricted or delayed or become completely inoperable. As a result, you acknowledge and agree that IART assumes no liability, responsibility or obligation to transmit, process, store, receive or deliver transactions and you are hereby expressly advised not to rely upon the timeliness or performance of the services for any transactions. Some jurisdictions do not allow for the exclusion of certain warranties or certain limitations on damages and remedies, accordingly some of the exclusions and limitations described in this agreement may not apply to you.
20. LIMITATION OF LIABILITY
You understand and agree that, to the fullest extent permissible by law, IART, it’s affiliates, and each of their respective successors and assigns, directors, officers, employees, representatives, agents, licensors, promotional partners, operators, suppliers and service providers, shall not be liable for any loss or damage, of any kind, direct or indirect, in connection with or arising from the use of the services or from this agreement, including, without limitation, compensatory, consequential, incidental, indirect, special or punitive damages.
21. GOVERNING LAW AND JURISDICTION
This Agreement and your use of the Services is governed by, construed and enforced in accordance with the internal substantive laws of the State of Virginia (notwithstanding the State’s conflict of laws provisions) applicable to contracts made, executed and wholly performed in Virginia, and, for the purposes of any and all legal or equitable actions, you specifically agree and submit to the exclusive jurisdiction and venue of the State and Federal Courts situated in the State of Virginia and County of Roanoke and agree you shall not object to such jurisdiction or venue on the grounds of lack of personal jurisdiction, forum non-convenience or otherwise. In any action or proceeding commenced to enforce any right or obligation of the parties under this agreement, regarding your use of the services or with respect to the subject matter hereof, you hereby waive any right you may now have or hereafter possess to a trial by jury.
22. JURISDICTIONAL ISSUES; EXPORT CONTROL
The Services are controlled and operated by IART from its offices in the U.S. IART makes no representation that the Services are appropriate or available for use outside the U.S. Those who choose to access the Services from other locations do so at their own risk and are responsible for compliance with any and all local laws, rules and regulation, if and to the extent local laws, rules and regulations are applicable. No software made available in connection with the Services may be downloaded, exported or re-exported into (or to a national or resident of) any countries that are subject to U.S. export restrictions.
23. TERMINATION OF BUSINESS
IART reserves the right to terminate this service at any time for any reason. No refunds or prorated refunds will be issued if the service or business is terminated
This Agreement contains the entire understanding and agreement between you and IART concerning the Services and supersedes any and all prior or inconsistent understandings relating to the Services and your use thereof. This Agreement cannot be changed or terminated orally. If any provision of this Agreement is held to be illegal, invalid or unenforceable, this shall not affect any other provisions and this Agreement shall be deemed amended to the extent necessary to make it legal, valid and enforceable. The terms “include,” “includes” and “including,” whether or not capitalized, mean “include, but are not limited to,” “includes, but is not limited to,” and “including, but not limited to,” respectively and are to be construed as inclusive, not exclusive. The failure of IART to exercise or enforce any right or provision of this Agreement will not operate as a waiver of such right or provision. This Agreement, and any rights, licenses and privileges granted herein, may not be transferred or assigned by you, but may be assigned or transferred by IART without restriction, notice or other obligation to you. By continuing your IART membership beyond February 3, 2020, you agree to be bound by the updated Terms. This Agreement was last modified on the date indicated and is effective immediately.
February 3rd, 2020