These terms constitute your license agreement. Please read it and don't wait for the movie version. This is a legal contract between you and Bandoo Media Inc. ("Bandoo Media Inc.") that governs your use of Shareaza's online music services available at www.Shareaza.com consisting of the Shareaza proprietary software( the "Service") and, if applicable, the Shareaza media toolbar ("Shareaza MediaBar"). This document, together with all updates, additional terms, software licenses and all of Shareaza's rules and policies, collectively constitute the "Agreement" between you and Bandoo Media Inc. We recommend you grab a glass of water before reading the rest. To agree to these terms, click "AGREE" where indicated. If you do not agree to these terms, do not click "AGREE," and do not use the Service. If you're not sure, think about it a little and then decide. But you have to decide. Our lawyers worked hard to make this contract understandable. We wanted to take this opportunity and say "Thank you".
This Service is available for individuals aged 13 years or older. You must, however, be at least 18 years of age to enter into this Agreement on your own behalf and to register for use of the Service. If you are under 18 but at least 13 years of age, you must present this Agreement to your parent or legal guardian, and he or she must click "AGREE" to enter into this Agreement on your behalf. Children under the age of 13 may not register for this Service, and parents or legal guardians may not register on their behalf. By clicking "AGREE", you represent that (i) you have read, understood and agree to be bound by this Agreement and (ii) you are at least 18 years old, either entering into this Agreement for yourself or entering on behalf of your child or a child in your legal care. If you are a parent or guardian entering this Agreement for the benefit of your child, please be aware that you are fully responsible for his or her use of the Service, including all financial charges and legal liability that he or she may incur. If you do not agree to (or cannot comply with) any of these terms and conditions, do not click "AGREE" and do not attempt to access the Service. If you check this Agreement for one service, you take full and absolute responsibility for all compliance with all changes or alterations to the Service, including monthly charges and other fees that will be applied if the Service is changed. Bandoo Media Inc. does not have to seek separate approval for each charge, fee, Download (as defined below), upgrade or change in software. Parents or adults entering into this Agreement on behalf of a minor are specifically referred to the "Explicit Content" section below, and to become familiar with our filtering features.DESCRIPTION OF SERVICE
To access the Service, you will need to install or activate from time to time the Shareaza proprietary (isn't this a cool word?) software application ("Shareaza Software"). You may also be required to install or activate other software made available through the Service and certain third-party software (collectively with the Shareaza Software, the "Software"). You are responsible for any hardware, systems and/or software program(s) you use and any costs to connect to or use the Internet, or power your computer. Drink milk.
The content you downloaded is free.
Importing Songs. You can use the Shareaza Software to import certain song files that you have obtained independent of the Service and play them using the Software. Bandoo Media Inc. does not represent or guarantee that the Software will successfully import or support any song files that are not downloaded or purchased using the Shareaza Service. Further, Bandoo Media Inc. does not purport to grant you any rights to use any such song files. Put simply, as a Shareaza user you agree to respect copyrights in the Songs imported. Don't use Shareaza to steal music! If you violate the copyright laws or any other intellectual property laws, fines or criminal charges may be brought against you. You may even go to jail. Do you really want to go to jail? They may not let you take your Shareaza with you.
Delivery of Songs. On occasion, technical problems may delay or prevent delivery of Songs to you.
Customer Support. Please direct any questions concerning the Software, the Service, billing and/or usage rules to a Shareaza customer service representative by contacting us from: http://wa.shareazaweb.com/support/bugreport/. Questions about the meaning of life, the universe and everything should not be directed to Shareaza. We are totally clueless.
Instant Messaging and Public Areas. Shareaza is a community. Most of the people in the community are nice. You all should read this, but this is especially for those of you who choose not to be nice. The Shareaza Software makes it possible to send and receive "instant messages" ("Instant Messaging") within the Shareaza community. The Service may have features that will allow you to exchange messages with other members that will not be private and will become publicly available, and may be accessed by anyone (via "Public Areas"). You may elect not to receive any instant messages or to block the reception of messages from a specific Shareaza user by using the "block user" function. Bandoo Media Inc. may, but is not obliged to, monitor any activity or edit or remove any content from the Public Areas. Bandoo Media Inc. may, but is not obliged to, restrict your use of Instant Messaging. Be polite to other users. Eat your vegetables. Wear sunscreen. Bandoo Media Inc. takes no responsibility and assumes no liability for any content, materials, messages and the like that you or any other Shareaza user may post in a Public Area or otherwise makes available or send or receive from another Shareaza user over Instant Messaging.
Restrictions. You may not use the Software, the Service, including Instant Messaging, to transmit, display, perform or otherwise make available any messages, content or materials (i) that are illegal, obscene, threatening, of a "spamming" nature, defamatory, or invasive of privacy; (ii) that constitute political campaigning or commercial solicitation or that contain software viruses or other computer code designed to interfere with the functionality of any computer systems; or (iii) that infringe third-party rights or harm minors in any way. You may not interfere with or disrupt the Service or any networks connected to or by the Service. In addition, you may not use a false email address or otherwise mislead other members as to your identity or to the origin of a message or content. By posting messages, inputting data, or engaging in any other form of communication through the Service, you agree that Bandoo Media Inc. may copy, sublicense, adapt, transmit, publicly perform or display any such content to provide and/or promote the Service and/or to respond to any legal requirement, claim or threat. If Bandoo Media Inc.'s use of such content exploits any proprietary rights you may have in such material, you agree that Bandoo Media Inc. has an unrestricted, royalty-free, non-exclusive and perpetual worldwide right to do so. You agree that any loss or damage of any kind that occurs as a result of the use of any messages, content or material that you upload, post, transmit, display or otherwise make available through your use of the Service is solely your responsibility.
Bandoo Media Inc. may from time to time modify these terms, including the pricing arrangements, and will post a copy of the amended Agreement at http://www.shareaza.com/eula.shtml. If you do not agree to (or cannot comply with) the Agreement as amended, your only remedy is to stop using the Service. You will be deemed to have accepted the Agreement as amended if you continue to use the Service, or any part of it, after any amendments go into effect.REGISTRATION
You agree that you will not allow others to use your member name, password and/or account and you are solely responsible for maintaining the confidentiality and security of your account. Bandoo Media Inc. shall not be responsible for any losses arising out of the unauthorized use of your member name, password and/or account.CHARGES/BILLING
Electronic Contracts. You agree that any submissions you make for electronic purchases or subscriptions constitute your intent and agreement to be bound by the terms of this Agreement and to pay for such purchases or subscriptions. Your intent and agreement to be bound by electronic submissions applies to all records relating to all transactions you enter into on the Service, including notices of cancellation, policies, contracts, and applications. To the extent that any electronic purchases are offered to you by a third party on or through the Service, you acknowledge that Bandoo Media Inc. shall not be responsible or liable to you for the products or services purchased.EXPLICIT CONTENT
You understand that by using the Service, you may encounter content that may be deemed offensive, indecent, or objectionable, which content may or may not be identified as having explicit language. Nevertheless, you agree to use the Service at your sole risk and that Bandoo Media Inc. shall have no liability to you for content that may be found to be offensive, indecent, or objectionable. You may also elect to create a "Parental Control Password" (which can be different from your registration password) by clicking on the applicable link and following the directions presented.SHAREAZA MEDIABAR
Shareaza also features Shareaza Media Bar ("SMB"), an Internet Explorer Toolbar. Should you choose to install SMB, a toolbar will be added to your Internet Explorer. SMB will help you search Shareaza and the Internet. SMB may be easily uninstalled by going to Windows Add/Remove programs. SMB does not collect any personally identifiable information. Nada.
You understand that all content, including, without limitation all data, links, articles, search results, graphic or video messages and all information, text, software, music, photos, images, sound, graphics or other materials ("Content") made available or accessible through SMB, associated web sites ("Web Sites") or associated services ("Services"), whether publicly available or privately transmitted, is the sole responsibility of the person or entity from whom it originated. Content made available or accessed through SMB is the property of the applicable Content owner and may be protected by applicable laws including without limitation those relating to copyrights, patents, trademarks, trade secrets or other proprietary rights. This Agreement gives you no rights to such Content.
Bandoo Media Inc. respects and expects its users to respect the rights of copyright holders. Upon notice, Bandoo Media Inc. will act appropriately to remove Content under our control that infringes the copyright rights of others. Bandoo Media Inc. reserves the right to disable the access to SMB, Web Sites or Services by anyone who uses them to repeatedly infringe the Intellectual Property Rights of others. If you believe that our Web Sites or Services contain elements that infringe your copyright rights, please follow our Notice and Procedure for Making Claims of Copyright Infringement contained in the Notices Section below.
All Content is copyrighted as a collective work under the U.S. copyright laws, and Bandoo Media Inc. owns a copyright in the selection, coordination, arrangement and enhancement of such Content. The Shareaza Software and SMB names and logos are trademarks of Bandoo Media Inc. All other trademarks appearing on the Service and Web Sites are trademarks of their respective owners. Bandoo Media Inc.'s partners may also have additional proprietary rights in the content that they make available through the Web Sites and Service. You may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of the Content, in whole or in part, except that you may download one copy of the materials on any single computer for your personal, non-commercial home use only, provided you keep intact all copyright and other proprietary notices. Modification of the materials or use of the materials for any other purpose, including use of any such material on any other web site or networked computer environment is strictly prohibited.
You understand and agree that by using SMB and Services, such as by clicking through to a third-party website by following a search results link, you may be exposed to Content that may be offensive, indecent or objectionable in your community. You agree to accept all risks associated with the use of any Content, including any reliance on the accuracy or completeness of such Content. Under no circumstances will Bandoo Media Inc. be liable in any way for any Content created by or originating with entities other than Bandoo Media Inc., including, but not limited to, any errors or omissions in any such Content, or for loss or damage of any kind incurred as a result of the transmission or posting of such Content by means of SMB or Services.
SMB is exposed to various security issues, and should be regarded as non-secure. By accepting this Agreement, you acknowledge and accept that SMB, and any information you download or offer to share by means of SMB, may be exposed to unauthorized access, interception, corruption, damage or misuse, and should be regarded as non-secure. You accept all responsibility for such security risks and any damage resulting therefrom.SMOKING
Smoking overall is bad for you. It gives you bad breath and may kill you sooner than you'd expect.PRIVACY
The Software and all trademarks, service marks, trade names, slogans, logos, and other indicia of origin (collectively, "Marks") that appear on or in connection with the Service are copyrighted, trademarked or are other proprietary subject matter and are the property of Bandoo Media Inc. and/or its affiliates, licensors and/or licensees, as applicable, are protected by intellectual property laws, and your use of them is governed by such laws, this Agreement and any applicable end-user license agreements. You may not copy, display or use any of the Marks without prior written permission of the Mark owner.
You agree that the content rights holders that license their musical or other content to Bandoo Media Inc. for use in the Service are intended third-party beneficiaries under this Agreement with the right to enforce the provisions that directly concern their content. You may not authorize, encourage or allow any Songs used or obtained by you to be reproduced, modified, displayed, performed, transferred, distributed or otherwise used by anyone else. You may not attempt (or support others' attempts) to circumvent, reverse engineer, decrypt, or otherwise alter or interfere with any Software or Songs.
THE USE OF THE SOFTWARE OR ANY PART OF THE SERVICE, EXCEPT FOR USE OF THE SERVICE AS PERMITTED IN THESE TERMS OF SERVICE, IS STRICTLY PROHIBITED AND INFRINGES ON THE INTELLECTUAL PROPERTY RIGHTS OF OTHERS AND MAY SUBJECT YOU TO CIVIL AND CRIMINAL PENALTIES, INCLUDING POSSIBLE MONETARY DAMAGES, FOR INFRINGEMENT. A copy of the current Software End-User License Agreement is available at http://www.shareaza.com/eula.shtml
If Bandoo Media Inc. receives a notice alleging that you have engaged in behavior that infringes Bandoo Media Inc. or any other party's intellectual property rights or reasonably suspects the same, Bandoo Media Inc. may, in addition to other actions it may take against you, suspend or terminate your account without notice to you. If Bandoo Media Inc. suspends or terminates your account, it shall have no liability or responsibility to you, including for any amounts that you have previously paid up to the date of the alleged infringement.
All Media Guide Data. We partnered with some nice people in Ann Arbor, MI (which in itself is a pretty cool place to go to). They are called All Media Guide, LLC ("AMG"). They asked that we put this in the terms. The AMG data ("AMG DATA") is the property of AMG. You may not modify, copy, scan, or use any other method to reproduce, duplicate, translate, republish, transmit or distribute in any way any portion of the AMG DATA. You may not download AMG DATA except for your own personal, non-commercial use. You agree to indemnify, defend and hold harmless AMG (and its affiliates), and Bandoo Media Inc. (its partners, parents, subsidiaries, agents, affiliates and/or licensors, as applicable) against any and all claims, damages, costs or other expenses that arise directly or indirectly out of or from (a) your unauthorized use of the AMG DATA (b) your violation of this directive, and/or (c) your unauthorized activities in connection with the AMG DATA.
If at our request you send communications such as postings, contest submissions, polling questions or creative suggestions, ideas, notes, drawings, or other information (collectively, the "Submissions"), such Submissions shall be deemed, and shall remain, the property Bandoo Media Inc. None of the Submissions shall be subject to any obligation of confidence on the part of Bandoo Media Inc., and Bandoo Media Inc. shall not be liable for any use or disclosure of any Submissions. Without limitation of the foregoing, Bandoo Media Inc. shall exclusively own all now known or hereafter existing rights to the Submissions of every kind and nature throughout the universe, including known and unknown galaxies, and shall be entitled to unrestricted use of the Submissions for any purpose whatsoever, commercial or otherwise, without compensation to the provider of the Submissions.EXPORT CONTROLS
The Shareaza Software, the SMB and the underlying information and technology may not be downloaded or otherwise exported or re-exported (a) into (or to a national or resident of) any country to which the U.S. has currently embargoed goods; or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders. By downloading or using the Shareaza MediaBar, you agree to the foregoing and you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list, and that you will otherwise comply with all applicable export control laws.NOTICE TO GOVERNMENT END USERS
The Shareaza Software and the SMB and associated software, programs and documentation hereunder downloaded or otherwise installed for or on behalf of the United States of America, its agencies and/or instrumentalities ("U.S. Government"), is provided with Restricted Rights as "commercial Items," as that terms is defined at 48 C.F.R. §2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation," as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Pursuant to Federal Acquisition Regulation 12.212 (48 C.F.R. §12.212), the U.S. Government shall have only those rights specified in the license contained herein. The U.S. Government shall not be entitled to (i) technical information that is not customarily provided to the public or to (ii) use, modify, reproduce, release, perform, display, or disclose commercial computer software or commercial computer software documentation except as specified herein. Use, duplication, or disclosure by the U.S. Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software - Restricted Rights at 48 C.F.R. 52.227-19, as applicable.ACCESS AND INTERFERENCE
You agree that you will not use any robot, spider, other automatic or manual device or process to interfere or attempt to interfere with the proper working of any of the Shareaza Software, the SMB, Web Sites, Services or Content, except to remove the Shareaza Software or the SMB from a computer of which you are an owner or authorized user. You may not violate or attempt to violate the security of our Services. We reserve the right to investigate occurrences which may involve such violations, and may involve, and cooperate with, law enforcement authorities in prosecuting users who have participated in such violations. You agree that it is your responsibility to install anti-virus software and related protections against viruses, Trojan horses, worms, time bombs, cancelbots or other techniques that may have the effect of damaging, destroying, disrupting or otherwise impairing a computer's functionality or operation.INDEMNITY
You agree to indemnify and hold harmless Bandoo Media Inc. and its agents, employees, representatives, licensors, affiliates, parents and subsidiaries (collectively, "Indemnified Parties") from and against any and all claims, losses, demands, causes of action and judgments (including attorneys' fees and court costs) arising from or concerning your breach of this Agreement and your use of the Service, the Songs, the Software or the SMB, and to reimburse the Indemnified Parties on demand for any losses, costs or expenses they incur as a result thereof.TERMINATION
Bandoo Media Inc. reserve the right to modify, suspend, or discontinue the Service (or any part thereof, including without limitation access to any of the Content) at any time with or without notice to you, and Bandoo Media Inc. will not be liable to you or to any third party should either such party exercise such rights and Bandoo Media Inc. will not refund any amounts that you have previously paid. We sure hope that never happens.
You may terminate this Agreement in accordance with the paragraph entitled "Cancellation" set forth above. Following such cancellation, you agree to uninstall and destroy all copies of the Shareaza Software and SMB in your possession or control and cease using the Web Sites and Services.DISCLAIMERS
Now here's the fun part. You understand and agree that your use of the Service, the Songs, the Software and the SMB is solely at your own risk. THE SERVICE, SONGS THE SOFTWARE AND THE SMB (THE "PRODUCTS") ARE PROVIDED "AS IS" AND WITHOUT WARRANTY BY Bandoo Media Inc. OR ITS AGENTS, EMPLOYEES, DIRECTORS, SHAREHOLDERS, PARENTS, SUBSIDIARIES, AFFILIATES, LICENSORS, BUSINESS PARTNERS AND/OR SUPPLIERS (THE "Bandoo Media Inc. ENTITIES"), AS APPLICABLE, AND, TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, THE Bandoo Media Inc. ENTITIES EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTY OF NONINFRINGEMENT. THE Bandoo Media Inc. ENTITIES DO NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE PRODUCTS WITH RESPECT TO PERFORMANCE, ACCURACY, RELIABILITY, SECURITY CAPABILITY OR OTHERWISE. YOU WILL NOT HOLD ANY Bandoo Media Inc. ENTITY RESPONSIBLE FOR ANY DAMAGES THAT RESULT FROM YOU ACCESSING (INCLUDING ANY SOFTWARE OR SYSTEMS YOU USE TO ACCESS) THE SERVICE OR USING THE PRODUCTS INCLUDING, BUT NOT LIMITED TO, DAMAGE TO ANY COMPUTER, SOFTWARE OR SYSTEMS OR PORTABLE DEVICES YOU USE TO ACCESS THE SAME. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY ANY PERSON SHALL CREATE A WARRANTY IN ANY WAY WHATSOEVER RELATING TO ANY OF THE Bandoo Media Inc. ENTITIES.
Bandoo Media Inc. MAKES NO WARRANTY THAT ANY PARTICULAR CD BURNER OR PORTABLE DEVICE WILL BE COMPATIBLE WITH THE SOFTWARE OR THAT ANY CD BURNED OR PORTABLE DEVICE DOWNLOADED USING THE SOFTWARE WILL FUNCTION AS INTENDED. IT IS YOUR SOLE RESPONSIBILITY TO ENSURE THAT YOUR SYSTEM(S) WILL FUNCTION CORRECTLY WITH THE SOFTWARE AND YOUR PORTABLE DEVICES AND HARDWARE. Bandoo Media Inc. DOES NOT REPRESENT OR GUARANTEE THAT THE PRODUCTS WILL BE FREE FROM LOSS, CORRUPTION, ATTACK, VIRUSES, INTERFERENCE, HACKING, OR OTHER SECURITY INTRUSION, AND Bandoo Media Inc. DISCLAIMS ANY AND ALL LIABILITY THERETO. YOU ARE RESPONSIBLE FOR BACKING UP YOUR OWN SYSTEM.
UNDER NO CIRCUMSTANCES SHALL ANY Bandoo Media Inc. ENTITY BE LIABLE FOR ANY UNAUTHORIZED USE OF THE SERVICE, SONGS, THE SOFTWARE AND/OR THE SMB.
UNDER NO CIRCUMSTANCES SHALL ANY Bandoo Media Inc. ENTITY BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, AND THE LIKE) ARISING OUT OF THE USE (INCLUDING THE ERRORS OR OMMISSIONS OF ANY PRODUCT) OR INABILITY TO USE THE PRODUCTS, EVEN IF THE Bandoo Media Inc. ENTITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT THAT IN A PARTICULAR CIRCUMSTANCE ANY DISCLAIMER OR LIMITATION ON DAMAGES OR LIABILITY SET FORTH HEREIN IS PROHIBITED BY APPLICABLE LAW, THEN, INSTEAD OF THE PROVISIONS HEREOF IN SUCH PARTICULAR CIRCUMSTANCE, THE Bandoo Media Inc. ENTITIES SHALL BE ENTITLED TO THE MAXIMUM DISCLAIMERS AND/OR LIMITATIONS ON DAMAGES AND LIABILITY AVAILABLE AT LAW OR IN EQUITY BY SUCH APPLICABLE LAW IN SUCH PARTICULAR CIRCUMSTANCE, AND IN NO EVENT SHALL SUCH DAMAGES OR LIABILITY EXCEED US $10 IN THE AGGREGATE.MISCELLANEOUS
This Agreement and any other terms or documents referred to herein represent your entire agreement with Bandoo Media Inc. with respect to your use of the Service. If any part of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions of this Agreement shall remain in full force and effect. The laws of the State of New York, excluding its conflicts of law rules, govern this Agreement and your use of the Service, the Songs and the Software. You expressly agree that the courts in the State of New York, New York County, have exclusive jurisdiction over any claim or dispute with Bandoo Media Inc. or relating in any way to your account or your use of the Service the Songs and the Software. You further agree and expressly consent to personal jurisdiction over you in the federal and state courts in New York County in connection with any such dispute including any claim involving Bandoo Media Inc. or its partners, parents, licensors, affiliates, subsidiaries, employees, contractors, officers, directors or suppliers. Bandoo Media Inc.'s failure to enforce any right or provisions in this Agreement will not constitute a waiver of such provision, or any other provision of this Agreement. Bandoo Media Inc. is not responsible for its failure to fulfill any obligations due to causes beyond its control. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Software or the SMB, Web Sites, Services, or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.
If you can read this, you don't need glasses. :)