This website page can be used by you (the “Artist”) to submit a musical work that you have recorded (the “Submitted Musical Work”) and to YouSpin LLC, (“YouSpin”) for the purpose of reviewing and evaluating the Submitted Musical Work for addition to YouSpin’s music library and inclusion on its virtual entertainment system where it will be available for access, selection and play by users of its Virtual Entertainment System.
Use of this website page and the submission of your musical work to YouSpin, the review and acceptance or rejection of the Submitted Musical Work and the use of the Submitted Musical Work if it is accepted is subject to the terms and conditions set forth below. By clicking AGREE, you agree to all of the terms and conditions set forth below. If you do not accept the following terms and conditions, you should select REJECT and you will be prohibited from submitting your musical work to YouSpin through this website page. Nevertheless, if you use this website page to submit a musical work to YouSpin, you agree to be bound by the terms and conditions set forth below. YouSpin reserves the right to change the terms of submission, acceptance and use from time to time at its sole discretion.
1. Subject to the terms and conditions set forth herein, Artist hereby submits and delivers to YouSpin a musical work created and recorded by Artist for the purpose of permitting YouSpin to review and evaluate the musical work for addition to YouSpin’s music library.
2. The Submitted Musical Work must be delivered to YouSpin in MP3 format with proper ID Tags.
3. Upon receipt of the Submitted Musical Work by YouSpin, it will be reviewed and evaluated by the YouSpin review committee will be reviewed and evaluated by the YouSpin review committee within a reasonable period time after receipt. A decision regarding the acceptance or rejection of the Submitted Musical Work will be sent to Artist by e-mail within 3 days after receipt.
4. If the Submitted Musical Work is accepted by YouSpin, the accepted musical work will be added to the YouSpin music library and made available on its virtual Entertainment System for access, selection and play by users of the system.
5. If the submitted musical work is accepted by YouSpin, Artist hereby grants to YouSpin, and YouSpin hereby accepts from the Artist, the non-exclusive right and license to (i) add the accepted musical work to YouSpin’s music library, (ii) include the accepted musical work on its Virtual Entertainment System where it will be available for access, selection and play by users of the system, and (iii) allow users of its Virtual Entertainment System to select and play the accepted musical work.
6. YouSpin shall not have any rights to use, sell, distribute or reproduce the Submitted Musical Work if it is rejected by YouSpin and YouSpin will have no rights to include the rejected work in its musical library, include the rejected musical work on Virtual Entertainment System or otherwise perform or permit users of its Virtual Entertainment System to play the rejected musical work without authority from the Artist.
7. YouSpin shall have the sole and exclusive right to accept, or reject the Submitted Musical Work and shall be entitled to reject it for any reason whatsoever.
8. YouSpin shall not pay any royalty to Artist with respect to any accepted musical work or for the addition of the accepted musical work on its Virtual Entertainment System or for selection of the work by a user of the system.
9. YouSpin hereby acknowledges and agrees that even if the Submitted Musical Work is accepted and added to its musical library, it will not be make the accepted work available for sale or sell or distribute it. YouSpin further agrees that the accepted musical work will not be made available for down loading from its Virtual Entertainment System.
10. Artist is and remains responsible for perfecting its intellectual property rights in the Submitted Musical Work. YouSpin does not assume any responsibility for securing any intellectual property rights with respect to the Submitted Musical Work even if it is accepted by YouSpin.
11. Artist hereby represents and warrants that it is the owner of all right, title and interest in and to the Submitted Musical Work and has the sole right to grant the licenses on it.
12. Artist further represents and warrants that the Submitted Musical Work does not infringe upon the patent, copyright, or trademark rights of another party or any contractual, statutory or other proprietary rights of a third party. Artist shall, at its own expense, defend any and all actions, suits, demands or claims brought against YouSpin by a third party for infringement of any copyright, trademark or other contractual, statutory or proprietary rights because of the addition of the Submitted Musical Work to its music library, the inclusion of the accepted musical work on its Virtual Entertainment System or the selection or playing of the accepted musical Work by a user of its Virtual Entertainment System and Artist shall indemnify and hold YouSpin harmless against any and all losses, damages, costs, judgments and expenses (including reasonable attorney's fees) incurred by YouSpin as a result of or relating to any claims, demands or actions asserted against YouSpin by a third party for infringement of any copyright, trademark or other contractual, statutory or proprietary rights because of the addition of the Submitted Musical Work to its music library, the inclusion of the accepted musical work on its Virtual Entertainment System or the selection or playing of the accepted musical works by a user of its Virtual Entertainment System.
13. The status of Artist and YouSpin under this Agreement is that of independent contractors and nothing contained herein shall be deemed to create an employer/employee relationship, partnership or joint venture arrangement between Artist and YouSpin. No party is another party’s agent, partner, employee or representative. No party hereto shall have the right to obligate or bind any other party in any manner whatsoever, and nothing contained herein shall give or is intended to give rise to any rights of any kind to any third persons.
14. This Agreement shall begin on the Effective Date of the Agreement and shall continue in full force and effect until it is terminated by either party serving thirty (30) days written notice of termination upon the other party. Upon termination of this Agreement, YouSpin shall discontinue any further use of all of the accepted musical works and remove them from its music library and its Virtual Entertainment System.
15. This Agreement shall be binding upon and inure to the benefit of YouSpin, and its legal representatives, successors and assigns. YouSpin shall be entitled to assign or otherwise transfer its rights or obligations under this Agreement without the prior written consent of Artist.
16. This Agreement shall be binding upon and inure to the benefit of Artist, and its legal representatives, successors and assigns. Artist shall not be entitled to assign or otherwise transfer its rights and obligations under this Agreement without the prior written consent of YouSpin.
17. This Agreement shall be deemed to be a contract made under the laws of the State of Missouri, United States of America, and for all purposes it shall be interpreted in its entirety according to the laws of said state.
18. If any part or provision of this Agreement is invalid or unenforceable for any reason, this invalidity or unenforceability shall not affect the validity or enforceability of the remaining provisions which shall remain in full force and effect as if this Agreement had been executed with the invalid provisions thereof deleted.
19. The failure of either party to partially or fully exercise any right or the waiver by either party of any breach shall not prevent a subsequent exercise of such right or be deemed a waiver of any subsequent breach of the same or any other term of this Agreement.