BroadwayDemo® does not perform background checks or other due diligence on the character and fitness of Users who may contact you through BroadwayDemo®. PARENTS AND GUARDIANS ARE SOLELY RESPONSIBLE FOR THE SAFETY OF THEIR MINOR CHILD. Parents and guardians should take all proper precautions to verify the validity of the credentials or motives of any User of BroadwayDemo® or any other person who may contact you or your child. Further, as set forth in the Terms of Service, BroadwayDemo® is not liable for any negligent or intentional acts of Users or their agents and/or third parties.
Welcome to BroadwayDemo®, a service provided by BroadwayDemo, LLC (“BroadwayDemo®”, “we” “our”, or “us”).
BroadwayDemo® is a content hosting and audio recording service. Registered Users of the Website who have purchased Membership may submit, upload and post audio, text, photos, pictures, graphics, comments, and other content, data or information (“Content”), which will be stored by BroadwayDemo® and made publicly available over the internet via the Member's profile ( “Performer Page”). The Website also enables any user of the Website to view, listen to and share Content uploaded and made available by Members of the Website.
Some features of the Website, such as viewing all users' profiles or Performer Pages, are available to all users, regardless of whether or not they are a registered user of the Website. The ability to create, and upload content to, a Performer Page is only available to users who have registered for a BroadwayDemo® account and purchased a BroadwayDemo® Membership.
You are solely responsible for maintaining the confidentiality and security of your username and password, and you will remain responsible for all use of your username and password, and all activity emanating from your account, whether or not such activity was authorized by you.
If your username or password is lost or stolen, or if you believe that your account has been accessed by unauthorized third parties, you are advised to notify BroadwayDemo® in writing, and should change your password at the earliest possible opportunity.
(i) You must not copy, rip or capture, or attempt to copy, rip or capture, any audio Content from the Website or any part of the Website.
(iii) You must not use any Content (other than Your Content) in any way that is designed to create a separate content service or that replicates any part of the Website offering.
(iv) You must not employ scraping or similar techniques to aggregate, repurpose, republish or otherwise make use of any Content.
(v) You must not alter or remove, attempt to alter or remove, any trademark, copyright or other proprietary or legal notices contained in, or appearing on, the Website or any Content appearing on the Website (other than Your Content).
(vi) You must not, and must not permit any third party to, copy or adapt the object code of the Website, or reverse engineer, reverse assemble, decompile, modify or attempt to discover any source or object code of any part of the Website, or circumvent or attempt to circumvent or copy any copy protection mechanism or access any rights management information pertaining to Content other than Your Content.
(vii) You must not use the Website to upload, post, store, transmit, display, copy, distribute, promote, make available or otherwise communicate to the public:
any Content that is offensive, abusive, libelous, defamatory, obscene, racist, sexually explicit, ethnically or culturally offensive, indecent, that promotes violence, terrorism, or illegal acts, incites hatred on grounds of race, gender, religion or sexual orientation, or is otherwise objectionable in BroadwayDemo®’s reasonable discretion;
any information, Content or other material that violates, plagiarizes, misappropriates or infringes the rights of third parties including, without limitation, copyright, trademark rights, rights of privacy or publicity, confidential information or any other right; or
any Content that violates, breaches or is contrary to any law, rule, regulation, court order or is otherwise is illegal or unlawful in BroadwayDemo®’s reasonable opinion;
any material of any kind that contains any virus, Trojan horse, spyware, adware, malware, bot, time bomb, worm, or other harmful or malicious component, which or might overburden, impair or disrupt the Website or servers or networks forming part of, or connected to, the Website, or which does or might restrict or inhibit any other user's use and enjoyment of the Website; or
any unsolicited or unauthorized advertising, promotional messages, spam or any other form of solicitation.
(viii) You must not commit or engage in, or encourage, induce, solicit or promote, any conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law or regulation.
(ix) You must not deliberately impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity, for example, by registering an account in the name of another person or company, or sending messages or making comments using the name of another person.
(x) You must not stalk, exploit, threaten, abuse or otherwise harass another user, or any BroadwayDemo® employee.
(xi) You must not use or attempt to use another person's account, password, or other information, unless you have express permission from that other person.
(xii) You must not sell or transfer, or offer to sell or transfer, any BroadwayDemo® account to any third party without the prior written approval of BroadwayDemo®.
(xiii) You must not collect or attempt to collect personal data, or any other kind of information about other users, including without limitation, through spidering or any form of scraping.
Content you Upload or Create
Any and all audio, text, photos, pictures, graphics, comments, and other content, data or information that you upload, store, transmit, submit, exchange, create or make available to or via the Website (hereinafter "Your Content") is generated, owned and controlled solely by you, and not by BroadwayDemo®.
BroadwayDemo® does not claim any ownership rights in any Content you upload or create on the Website, and you hereby expressly acknowledge and agree that Your Content remains your sole responsibility.
You must not upload, store, distribute, send, transmit, display, perform, make available or otherwise communicate to the public any Content to which you do not hold the necessary rights. In particular, any unauthorized use of copyright protected material within Your Content (including by way of reproduction, distribution, modification, adaptation, public display, public performance, preparation of derivative works, making available or otherwise communicating to the public via the Website) may constitute an infringement of third party rights and is strictly prohibited. Any such infringements may result in termination of your access to the Website, and may also result in civil litigation or criminal prosecution by or on behalf of the relevant rights holder.
BroadwayDemo® has licensing agreements with ASCAP and BMI which authorize us to make available on the Website recordings of copyrighted works by the composers and lyricists they represent. While ASCAP and BMI represent the majority of composers and lyricists, some are represented by other royalty collection agencies or do not belong to an agency. When uploading audio to the Website, it is your responsibility to determine which agencies, if any, the composer/lyricists of your recordings belong to, and if they are not BMI or ASCAP artists, secure rights from the appropriate agency or from the composers and lyricists themselves.
Further, our ASCAP and BMI licenses do not cover the rights of the artists performing on your recordings. When uploading audio to the Website, it is your responsibility to secure the relevant rights from any artists performing on the audio.
Removal of audio Content which you uploaded from your account will automatically result in the deletion of the relevant files from BroadwayDemo®’s systems and servers. However, notwithstanding the foregoing, you hereby acknowledge and agree that once Your Content is distributed to a Linked Service, BroadwayDemo® is not obligated to ensure the deletion of Your Content from any servers or systems operated by the operators of any Linked Service, or to require that any user of the Website or any Linked Service deletes any item of Your Content.
Any Content other than Your Content is the property of the relevant Uploader, and is or may be subject to copyright, trademark rights or other intellectual property or proprietary rights. Such Content may not be downloaded, reproduced, distributed, transmitted, re-uploaded, republished, displayed, sold, licensed, made available or otherwise communicated to the public or exploited for any purposes except via the features of the Website from time to time and within the parameters set by the Uploader on the Website or with the express written consent of the Uploader. Subject to the rights expressly granted in this section, all rights in Content are reserved to the relevant Uploader.
Audio Recorded by BroadwayDemo or its Affiliates
Any audio recorded by BroadwayDemo® or its affiliates are the property of BroadwayDemo®, and we reserve the right to use this audio for promotion, publication, and any legal purposes on or off the Website. Any audio recorded of your performances by BroadwayDemo® or its affiliates will be uploaded by BroadwayDemo® staff to your Performer Page. You may publish/unpublish any BroadwayDemo® recordings to/from your Performer Page at your discretion. Further, you may download your BroadwayDemo recordings from your account for as long as your Membership remains active.
You hereby represent and warrant to BroadwayDemo® as follows:
(ii) Your Content and the availability thereof on the Website does not and will not infringe or violate the rights of any third party, including, without limitation, any intellectual property rights, performers’ rights, rights of privacy or publicity, or rights in confidential information.
(iii) You have obtained any and all necessary consents, permissions and/or releases from any and all persons appearing in Your Content in order to include their name, voice, performance or likeness in Your Content and to publish the same on the Website and via any Linked Services.
(iv) Your Content, including any comments that you may post on the Website, is not and will not be unlawful, offensive, abusive, libelous, defamatory, obscene, racist, sexually explicit, ethnically or culturally offensive, indecent, will not promote violence, terrorism, or illegal acts, or incite hatred on grounds of race, gender, religion or sexual orientation.
(v) Your Content does not and will not create any liability on the part of BroadwayDemo®, its subsidiaries, affiliates, successors, and assigns, and their respective employees, agents, directors, officers and/or shareholders.
BroadwayDemo® reserves the right to remove Your Content, suspend or terminate your access to the Website and/or pursue all legal remedies if we believe that any of Your Content breaches any of the foregoing representations or warranties, or otherwise infringes another person's rights or violates any law, rule or regulation.
You hereby acknowledge and agree that BroadwayDemo® (i) stores Content and other information at the direction, request and with the authorization of its users, (ii) acts merely as a passive conduit and/or host for the uploading, storage and distribution of such Content, and (iii) plays no active role and gives no assistance in the presentation or use of the Content. You are solely responsible for all of Your Content that you upload, post or distribute to, on or through the Website, and to the extent permissible by law, BroadwayDemo® excludes all liability with respect to all Content (including Your Content) and the activities of its users with respect thereto.
You hereby acknowledge that any content you create and publish on the Website will be available to anyone with access to the internet, whether or not they are a registered user of the Website. Your resume, including any contact information it contains, will be available to anyone who is a registered user of the Website. You are hereby advised to remove any contact information from your resume before posting it to the Website. Visitors to your Performer Page may contact you using the “Contact” tab located at the top of your Page. BroadwayDemo® is not responsible for and to the extent permitted by law, user waives any claims against BroadwayDemo® from any acts of third parties who may obtain your contact information through BroadwayDemo® or who contacts you in any way through BroadwayDemo® and for any damages resulting from Content you upload to, or create on, the Website.
BroadwayDemo® and its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers and shareholders hereby exclude, to the fullest extent permitted by law, any and all liability which may arise from any Content uploaded to the Website by users, including, but not limited to, any claims for infringement of intellectual property rights, rights of privacy or publicity rights, any claims relating to publication of defamatory, pornographic, obscene or offensive material, or any claims relating to the completeness, accuracy, currency or reliability of any information provided by users of the Website. By using the Website, you irrevocably waive the right to assert any claim with respect to any of the foregoing against BroadwayDemo® or any of its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers or shareholders.
The Website may provide you with access to third party websites, databases, networks, servers, information, software, programs, systems, directories, applications, products or services, including without limitation, Linked Services (hereinafter “External Services”).
BroadwayDemo® does not have or maintain any control over External Services, and is not and cannot be responsible for their content, operation or use. By linking or otherwise providing access to any External Services, BroadwayDemo® does not give any representation, warranty or endorsement, express or implied, with respect to the legality, accuracy, quality or authenticity of content, information or services provided by such External Services.
You are solely responsible for taking the precautions necessary to protect yourself from fraud when using External Services, and to protect your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content and material that may be included on or may emanate from any External Services.
BroadwayDemo® disclaims any and all responsibility or liability for any harm resulting from your use of External Services, and you hereby irrevocably waive any claim against BroadwayDemo® with respect to the content or operation of any External Services.
Please also note that individual Uploaders have control over the audio Content that they store in their account from time to time, and may remove any or all audio Content or other Content without notice. You have no right of continued access to any particular item of Content and BroadwayDemo® shall have no liability in the event that you are unable to access an item of Content due to its removal from the Website, whether by BroadwayDemo® or the relevant Uploader.
THE WEBSITE AND ALL CONTENT AND SERVICES ACCESSED THROUGH OR VIA THE WEBSITE OR OTHERWISE, ARE PROVIDED “AS IS”, “AS AVAILABLE”, AND “WITH ALL FAULTS”.
WHILST BROADWAYDEMO® USES REASONABLE ENDEAVOURS TO CORRECT ANY ERRORS OR OMISSIONS IN THE WEBSITE AS SOON AS PRACTICABLE ONCE THEY HAVE BEEN BROUGHT TO BROADWAYDEMO®’S ATTENTION, BROADWAYDEMO® MAKES NO PROMISES, GUARANTEES, REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER (EXPRESS OR IMPLIED) REGARDING THE WEBSITE, THE APPS, THE SERVICES OR ANY PART OR PARTS THEREOF, ANY CONTENT, OR ANY LINKED SERVICES OR OTHER EXTERNAL SERVICES. BROADWAYDEMO® DOES NOT WARRANT THAT YOUR USE OF THE WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR ANY PART OR PARTS THEREOF, THE CONTENT, OR THE SERVERS ON WHICH THE WEBSITE OPERATES ARE OR WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. BROADWAYDEMO® DOES NOT WARRANT THAT ANY TRANSMISSION OF CONTENT UPLOADED TO THE WEBSITE WILL BE SECURE OR THAT ANY ELEMENTS OF THE WEBSITE DESIGNED TO PREVENT UNAUTHORISED ACCESS, SHARING OR DOWNLOAD OF CONTENT WILL BE EFFECTIVE IN ANY AND ALL CASES, AND DOES NOT WARRANT THAT YOUR USE OF THE WEBSITE IS LAWFUL IN ANY PARTICULAR JURISDICTION.
BROADWAYDEMO® AND ITS SUBSIDIARIES, AFFILIATES, SUCCESSORS, AND ASSIGNS, AND THEIR RESPECTIVE EMPLOYEES, AGENTS, DIRECTORS, OFFICERS AND SHAREHOLDERS, SPECIFICALLY DISCLAIM ALL OF THE FOREGOING WARRANTIES AND ANY OTHER WARRANTIES NOT EXPRESSLY SET OUT HEREIN TO THE FULLEST EXTENT PERMITTED BY LAW, INCLUDING WITHOUT LIMITATION ANY EXPRESS OR IMPLIED WARRANTIES REGARDING NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
WHERE THE LAW OF ANY JURISDICTION LIMITS OR PROHIBITS THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES AS SET OUT ABOVE, THE ABOVE DISCLAIMERS SHALL NOT APPLY TO THE EXTENT THAT THE LAW OF SUCH JURISDICTION APPLIES TO THIS AGREEMENT.
IN NO EVENT SHALL BROADWAYDEMO®’S AGGREGATE LIABILITY TO YOU UNDER THIS AGREEMENT EXCEED THE GREATER OF $50 USD OR ANY AMOUNTS (IF ANY) PAID BY YOU TO BROADWAYDEMO® DURING THE PREVIOUS TWELVE (12) MONTHS FOR THE SERVICES GIVING RISE TO THE CLAIM.
BROADWAYDEMO® AND ITS SUBSIDIARIES, AFFILIATES, SUCCESSORS, AND ASSIGNS, AND THEIR RESPECTIVE EMPLOYEES, AGENTS, DIRECTORS, OFFICERS AND SHAREHOLDERS, SHALL HAVE NO LIABILITY FOR:
ANY LOSS OR DAMAGE ARISING FROM:
(A) YOUR INABILITY TO ACCESS OR USE THE WEBSITE OR ANY PART OR PARTS THEREOF, OR TO ACCESS ANY CONTENT OR ANY EXTERNAL SERVICES VIA THE WEBSITE;
(B) ANY CHANGES THAT BROADWAYDEMO® MAY MAKE TO THE WEBSITE OR ANY PART THEREOF, OR ANY TEMPORARY OR PERMANENT SUSPENSION OR CESSATION OF ACCESS TO THE WEBSITE OR ANY CONTENT IN OR FROM ANY OR ALL TERRITORIES;
(C) ANY ACTION TAKEN AGAINST YOU BY THIRD PARTY RIGHTSHOLDERS WITH RESPECT TO ANY ALLEGED INFRINGEMENT OF SUCH THIRD PARTY’S RIGHTS RELATING TO YOUR CONTENT OR YOUR USE OF THE WEBSITE, OR ANY ACTION TAKEN AS PART OF AN INVESTIGATION BY BROADWAYDEMO® OR ANY RELEVANT LAW ENFORCEMENT AUTHORITY REGARDING YOUR USE OF THE WEBSITE;
(D) ANY ERRORS OR OMISSIONS IN THE WEBSITE’S TECHNICAL OPERATION, OR FROM ANY INACCURACY OR DEFECT IN ANY CONTENT OR ANY INFORMATION RELATING TO CONTENT;
(E) YOUR FAILURE TO PROVIDE BROADWAYDEMO® WITH ACCURATE OR COMPLETE INFORMATION, OR YOUR FAILURE TO KEEP YOUR USERNAME OR PASSWORD SUITABLY CONFIDENTIAL;
ANY LOSS OR DAMAGE TO ANY COMPUTER HARDWARE OR SOFTWARE, ANY LOSS OF DATA (INCLUDING YOUR CONTENT), OR ANY LOSS OR DAMAGE FROM ANY SECURITY BREACH; AND/OR
ANY NEGLIGENT, INTENTIONAL AND/OR CRIMINAL ACTS OF USERS AND/OR THIRD PARTIES THAT MAY ARISE OR BE CONNECTED TO THE USE OF BROADWAYDEMO® OR CONTENT YOU MAY PROVIDE OR UPLOAD.
ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO YOUR USE OF THE WEBSITE MUST BE NOTIFIED TO BROADWAYDEMO® AS SOON AS POSSIBLE.
APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH CASES, YOU ACKNOWLEDGE AND AGREE THAT SUCH LIMITATIONS AND EXCLUSIONS REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND BROADWAYDEMO® AND ARE FUNDAMENTAL ELEMENTS OF THE BARGAIN BETWEEN YOU AND BROADWAYDEMO®, AND THAT BROADWAYDEMO®’S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
You hereby agree to indemnify, defend and hold harmless BroadwayDemo®, its successors, assigns, affiliates, agents, directors, officers, employees and shareholders from and against any and all claims, obligations, damages, losses, expenses, and costs, including reasonable attorneys' fees, resulting from:
(iii) any activity related to your account, be it by you or by any other person accessing your account with or without your consent unless such activity was caused by the act or default of BroadwayDemo®.
BroadwayDemo® reserves the right at any time and for any reason to suspend, discontinue, terminate or cease providing access to the Website or any part thereof, temporarily or permanently, and whether in its entirety or with respect to individual territories only. In the case of any temporary or permanent suspension, discontinuation, termination or cessation of access, BroadwayDemo® shall use its reasonable endeavors to notify registered users of such decision in advance.
You hereby agree that BroadwayDemo® and its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers and shareholders shall not be liable to you or to any third party for any changes or modifications to the Website, Apps and/or any Services that BroadwayDemo® may wish to make from time to time, or for any decision to suspend, discontinue or terminate the Website, the Services or any part or parts thereof, or your possibility to use or access the same from or within any territory or territories.
BroadwayDemo® may change the features of any type of account, may withdraw or, or introduce new features, products or types of account at any time and for any reason, and may change the prices charged for any of its Memberships or Registered Accounts from time to time. In the event of any increase in the price or material reduction in the features of any Membership to which you have subscribed or Account you've registered, such change(s) will be communicated to you and will only take effect with respect to any subsequent renewal of your subscription.
You may terminate this Agreement at any time by sending notice in writing to BroadwayDemo, LLC at 232 President St., #4L, Brooklyn, NY 11231 confirming such termination, by removing all of Your Content from your account, by deleting your account and thereafter by ceasing to use the Website. If you have a Yearly Subscription, and terminate this Agreement before the end of your subscription, we are unable to offer any refund for any unexpired period of your subscription.
Once your account has been terminated or canceled, any and all Content residing in your account, or pertaining to activity from your account (for example, data relating to the distribution or consumption of your audio), with the exception of any audio recorded by BroadwayDemo®, will be irretrievably deleted by BroadwayDemo®, except to the extent that we are obliged or permitted to retain such content, data or information for a certain period of time in accordance with applicable laws and regulations and/or to protect our legitimate business interests. You are advised to save or back up any material that you have uploaded to your account before terminating your account, as BroadwayDemo® assumes no liability for any material that is irretrievably deleted following any termination of your account. BroadwayDemo® is not able to provide you with any .csv or other similar file of data relating to activity associated with your account, whether before or after termination or cancellation.
If you wish to delete your account, you will need to do so from your Account page on the Website.
BroadwayDemo® may assign its rights and (where permissible by law) its obligations under this Agreement, in whole or in part, to any third party at any time without notice, including without limitation, to any person or entity acquiring all or substantially all of the assets or business of BroadwayDemo®. You may not assign this Agreement or the rights and duties hereunder, in whole or in part, to any third party without the prior written consent of BroadwayDemo®.
You agree that this Agreement is governed by the laws of the State of New York of United States of America, and agree to submit to the exclusive jurisdiction of the courts of the United States of America for resolution of any dispute, action or proceeding arising in connection with this Agreement.
Effective Date: October 23, 2013