1.0 PlayableMusic

1.1

Playable Music (PlayableMusic) is owned and operated by DVH Productions (chamber of commerce 20100655), Contrabas 13, 4876 VE Etten-Leur, Netherlands. Your use of PlayableMusic and all of its services is governed by a legal agreement between you and DVH Productions consisting of these PlayableMusic Terms of Service ("Terms") which you accept by buying and/or using any of its licenses, products or services.

1.2

In addition any Asset that you license from PlayableMusic will be subject to PlayableMusic's standard End User License Agreement ("EULA"), which you can find here and which you accept by buying and/or using any of its products or services.

1.3

You may use this website to browse, locate and download Assets (defined as (i) software designed in order to facilitate the development of electronic applications and digital media; and (ii) content (for example – without limitation – sounds and music), tutorials and other digital materials created in order to become incorporated and embedded components of electronic applications and digital media).

Some of these Assets may be offered by PlayableMusic while others may be made available by Providers (for example – without limitation – other composers, producers, sound designers). You agree that PlayableMusic is not responsible for any Asset that originates from a source other than PlayableMusic. Additionally, some Assets may be made available to you at no charge while other Assets may be purchased for a fee. You agree that you are solely responsible for all fees associated with purchases you make on or through the PlayableMusic website or official resellers (see section 5).

1.4

In order to buy and/or use PlayableMusic's products and services you must be 18 years of age or older. On using the service you warrant that you have legal capacity to enter into the agreement.

3. Your Use of PlayableMusic's products and services

3.1

You agree to use PlayableMusic's products and services only for purposes that are permitted by (a) the Terms and Store Guidelines and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions. You agree to comply with all local laws and regulations regarding the download, installation and/or use of the Assets.

3.3

You agree not to access (or attempt to access) PlayableMusic website by any means other than through the interface that is provided by PlayableMusic, unless you have been specifically allowed to do so in a separate agreement with PlayableMusic. You specifically agree not to access (or attempt to access) the PlayableMusic website through any automated means (including use of scripts, crawlers or similar technologies from time to time).

3.4

You agree that you will not engage in any activity that interferes with or disrupts the PlayableMusic website (or the servers, payment systems or networks which are connected to the PlayableMusic website). You agree that you will not use any of the components on our website in a way that interferes or disrupts any servers, payment systems, networks, or websites operated by PlayableMusic or any third party.

3.5

Unless you have been specifically permitted to do so in a separate agreement with PlayableMusic and except as permitted under the PlayableMusic-EULA, you agree that you will not reproduce, duplicate, copy, sell, trade or resell any Asset that you have licensed from PlayableMusic for any purpose.

3.6

You agree that you are solely responsible for (and that PlayableMusic has no responsibility to you or to any third party for) your use of the PlayableMusic website or any Assets, any breach of your obligations under the Terms, and for the consequences (including loss or damage of any kind which PlayableMusic may suffer) of any such breach.

3.7

You agree to comply with any and all applicable tax laws, including the reporting and payment of any taxes arising in connection with your use of PlayableMusic or the purchase of Assets through the PlayableMusic website, and that the reporting and payment of any such applicable taxes are your responsibility.

3.8

You agree that PlayableMusic and/or third parties own all right, title and interest in and to the PlayableMusic website and the Assets available through the PlayableMusic website, including without limitation all applicable Intellectual Property Rights in the PlayableMusic website and Assets. "Intellectual Property Rights" means any and all intellectual property rights wherever in the world and whenever arising (and including any application), including patent laws, copyright, trade secrets, know-how, confidential information, business names and domain names, computer programs, trademark laws, service marks, trade names, utility models, design rights, semi-conductor topography rights, database rights, goodwill or rights to sue for passing off, and any and all other proprietary rights worldwide. You agree that you will not, and will not allow any third party to, (i) copy, sell, license, distribute, transfer, modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code from the PlayableMusic website or the Assets, unless otherwise permitted, (ii) take any action to circumvent or defeat the security or content usage rules provided, deployed or enforced by any functionality (including without limitation digital rights management or forward-lock functionality) in the PlayableMusic website or Assets, (iii) use the PlayableMusic website or Assets to access, copy, transfer, transcode or retransmit content in violation of any law or third party rights, or (iv) remove, obscure, or alter PlayableMusic's or any third party's copyright notices, trademarks, or other proprietary rights notices affixed to or contained within the PlayableMusic website or Assets.

3.9

While PlayableMusic does not undertake any legal obligation to monitor, pre-screen, review, flag, filter, modify, refuse or remove any or all Assets or their content from the PlayableMusic website, PlayableMusic reserves the right to do so, and if PlayableMusic is notified by Provider or otherwise becomes aware and determines in its sole discretion that an Asset or any portion thereof (a) violates the intellectual property rights or any other rights of any third party; (b) violates any applicable law or is subject to an injunction; (c) is pornographic, obscene or otherwise violates PlayableMusic's hosting policies or other terms of service as may be updated by PlayableMusic from time to time in its sole discretion; (d) is being distributed by Provider improperly; (e) may create liability for PlayableMusic; (f) is deemed by PlayableMusic to have a virus or is deemed to be malware, spyware or have an adverse impact on PlayableMusic; (g) violates the terms of this Agreement; or (h) the display of the Asset is impacting the integrity of PlayableMusic servers (i.e., Customers are unable to access such content or otherwise experience difficulty), PlayableMusic may demand that Provider fixes the Asset. In addition, PlayableMusic shall itself be entitled to edit and make changes in the Asset. Finally, PlayableMusic shall be entitled to remove the Asset from the PlayableMusic website immediately, or reclassify the Asset at its sole discretion. PlayableMusic reserves the right to suspend and/or bar any Provider from the PlayableMusic website at its sole discretion. Irrespective of the above, you agree that by using the PlayableMusic website you may be exposed to Assets that you may find offensive, indecent or objectionable and that you use the PlayableMusic website at your own risk.

3.10

You agree that PlayableMusic's Privacy Policy applies to your use of the PlayableMusic website.

4. PlayableMusic Services and Third Party Assets and Services

4.1

Some Assets may also be governed by third-party software licenses. In the event of a conflict between the Terms, the EULA and any such licenses, the third-party software licenses shall prevail with respect only to those components.

5. Resellers

5.1

Licensing and resale is only allowed by approved PlayableMusic resellers. This list is available here.

5.2

PlayableMusic can not be held responsible for any of the given services by any of the resellers. To the maximum extent permitted by law, you agree to defend, indemnify and hold harmless PlayableMusic, its affiliates and their respective directors, officers, employees and agents from and against any and all claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorneys fees) arising out of or accruing from your use of the in section 5.1 mentioned resellers, including all delivered or undelivered physical goods, licensing, downloading, installation, or use of any Assets, or your violation of these Terms.

5.3

PlayableMusic is not obligated to intervene or negotiate in any case between reseller and buyer.

5.4

PlayableMusic will not refund any sales made through a reseller.

6. Indemnifications

6.1

To the maximum extent permitted by law, you agree to defend, indemnify and hold harmless PlayableMusic, its affiliates and their respective directors, officers, employees and agents from and against any and all claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorneys fees) arising out of or accruing from your use of the PlayableMusic website, including your licensing, downloading, installation, or use of any Assets, or your violation of these Terms.

7.Termination

7.1

These Terms will continue to apply until terminated by either you or PlayableMusic as set out below.

7.2

If you want to terminate these Terms, you may do so by ceasing your use of the PlayableMusic website and any Assets from PlayableMusic.

7.3

PlayableMusic may at any time, terminate these Terms with you if (a) you have breached any provision of these Terms; or (b) PlayableMusic is required to do so by law; or (c) PlayableMusic decides to no longer provide the PlayableMusic website.

7.4

When these Terms come to an end, all of the legal rights, obligations and liabilities that you and PlayableMusic have benefited from, been subject to (or which have accrued over time whilst these Terms have been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of Section 12.7 shall continue to apply to such rights, obligations and liabilities indefinitely.

8. Disclaimer of Warranties

8.1

YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE PLAYABLEMUSIC STORE AND ANY ASSETS DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE PLAYABLEMUSIC WEBSITE IS AT YOUR SOLE RISK AND THAT THE PLAYABLEMUSIC WEBSITE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. IN PARTICULAR, PLAYABLEMUSIC, ITS SUBSIDIARIES, HOLDING COMPANIES AND AFFILIATES, AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT: (A) YOUR USE OF THE ASSETS WILL MEET YOUR REQUIREMENTS, (B) YOUR USE OF THE ASSETS WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR, (C) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE ASSETS WILL BE ACCURATE OR RELIABLE, AND (D) THAT DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE ASSETS WILL BE CORRECTED.

8.2

YOUR USE OF THE PLAYABLEMUSIC WEBSITE AND ANY ASSETS DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE PLAYABLEMUSIC WEBSITE IS AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, OR OTHER DEVICE, OR LOSS OF DATA THAT RESULTS FROM SUCH USE.

8.3

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PLAYABLEMUSIC FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES TERMS OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO ANY IMPLIED WARRANTIES TERMS AND CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, WITH RESPECT TO ANY ASSETS DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE PLAYABLEMUSIC WEBSITE AS WELL AS THE PLAYABLEMUSIC WEBSITE ITSELF.

8.4

NONE OF THE ASSETS ARE INTENDED FOR USE IN THE OPERATION OF NUCLEAR FACILITIES, LIFE SUPPORT SYSTEMS, EMERGENCY COMMUNICATIONS, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL SYSTEMS, OR ANY OTHER SUCH ACTIVITIES IN WHICH CASE THE FAILURE OF THE ASSETS COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE.

9. Limitation of Liability

9.1

PLAYABLEMUSIC AND ITS SUBSIDIARIES, HOLDING COMPANIES AND OTHER AFFILIATES TOTAL LIABILITY TO YOU FROM ALL CAUSES OF ACTION AND UNDER ALL THEORIES OF LIABILITY UNDER THESE TERMS WILL BE LIMITED TO THE AMOUNTS PAID TO PLAYABLEMUSIC BY YOU IN THE PAST SIX MONTHS FOR THE ASSETS RELATING TO THE DISPUTE. IN NO EVENT WILL PLAYABLEMUSIC OR ITS SUBSIDIARIES, HOLDING COMPANIES AND OTHER AFFILIATES SHALL BE LIABLE TO YOU FOR ANY SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF DATA, BUSINESS, PROFITS OR ABILITY TO EXECUTE) OR FOR the cost of procuring substitute products ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF THE WEBSITE OR ANY ASSETS LICENSED, DOWNLOADED OR OTHERWISE OBTAINED FROM THE PLAYABLEMUSIC WEBSITE, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND WHETHER OR NOT PLAYABLEMUSIC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. THE FOREGOING LIMITATIONS WILL SURVIVE AND APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

9.2

YOU EXPRESSLY UNDERSTAND AND AGREE THAT PLAYABLEMUSIC, ITS SUBSIDIARIES, HOLDING COMPANIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGE AS A RESULT OF (A) ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY, DEVELOPER, ADVERTISER OR SPONSOR WHOSE ADVERTISING APPEARS IN THE ASSETS OR ON THE PLAYABLEMUSIC WEBSITE; (B) ANY CHANGES WHICH PLAYABLEMUSIC MAY MAKE TO THE ASSETS OR ON THE PLAYABLEMUSIC WEBSITE, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE PLAYABLEMUSIC WEBSITE OR THE ASSETS (OR ANY FEATURES WITHIN THE ASSETS); (C) THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE PLAYABLEMUSIC WEBSITE OR THE ASSETS; OR (D) YOUR FAILURE TO PROVIDE PLAYABLEMUSIC WITH ACCURATE ACCOUNT INFORMATION;

9.3

NOTHING IN THE TERMS EXCLUDES THE LIABILITY FOR PLAYABLEMUSIC, ITS SUBSIDIARIES OR AFFILIATES FOR (A) DEATH AND PERSONAL INJURY CAUSED BY NEGLIGENCE; (B) FRAUDULENT MISREPRESENTATION; OR (C) ANY OTHER LIABILITY WHICH CANNOT BE LIMITED BY APPLICABLE LAW.

10. Change of Terms

10.1

PlayableMusic may add or make changes to the Terms from time to time. When these changes are made, PlayableMusic will make a new copy of the Terms available at the PlayableMusic website.

10.2

You understand and agree that if you use the PlayableMusic website and the Assets after the date on which the Terms have changed PlayableMusic will treat your use as acceptance of the updated Terms.

11. Donations

PlayableMusic may, in its discretion, give you the option to contribute funds (“Donations”) directly to the licensor of an Asset (hereinafter, referred to as the “Donation”). Where the licensor can be PlayableMusic or a third-party Provider.

11.1

Your Donation, less any applicable taxes or banking fees, will be distributed to the Licensor who is a party to the EULA for the Asset in question, whether that is PlayableMusic or a third-party Provider, unless the Provider has not provided PlayableMusic with adequate information to disburse the Donation.

11.2

Where the Provider has not provided PlayableMusic with a valid payment method, PlayableMusic will contribute the Donation to a charitable organization of its choice. The terms “charitable,” “donation” and “contribution” are informational only and not intended as tax or legal conclusions. For clarity, Donations are taxable, whether or not contributed to a charitable organization under this Section 11.2.

11.3

Donations are non-refundable for any reason.

12. General Legal Terms

12.1

These Terms constitutes the whole legal agreement between you and PlayableMusic and govern your use of the PlayableMusic website and the Assets, and completely replace any prior agreements between you and PlayableMusic in relation to the PlayableMusic website and the Assets. Each party confirms that, in entering into the Terms it has not relied upon any representations or statements not expressly incorporated herein. Notwithstanding anything else in the Terms, neither party limits or excludes liability for fraudulent misrepresentation.

12.2

You agree that if PlayableMusic does not exercise or enforce any legal right or remedy which is contained in these Terms (or which PlayableMusic has the benefit of under any applicable law), this will not be taken to be a formal waiver of PlayableMusic’s rights and that those rights or remedies will still be available to PlayableMusic.

12.3

If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of these Terms will continue to be valid and enforceable.

12.4

You acknowledge and agree that each member of the group of companies with which PlayableMusic is affiliated shall be third party beneficiaries to these Terms and that such other companies shall be entitled to directly enforce, and rely upon, any provision of these Terms that confers a benefit on (or rights in favour of) them. Other than this, no other person or company shall be third party beneficiaries to these Terms. (whether pursuant to the contract, law or otherwise).

12.5

The rights granted in the Terms may not be assigned or transferred by you without the prior written approval of PlayableMusic. Nor shall you be permitted to delegate your responsibilities or obligations under these Terms without the prior written approval of PlayableMusic.

12.6

The rights granted in the Terms may be assigned or transferred by PlayableMusic without your prior written approval. In addition PlayableMusic shall be permitted to delegate its responsibilities or obligations under these Terms without your written approval.

12.7

These Terms, and your relationship with PlayableMusic under these Terms, shall be governed by the laws of The Netherlands without regard to its conflict of laws provisions. Any dispute arising out of or in connection with these Terms, including any disputes regarding the existence, validity or termination thereof, shall be settled by simplified arbitration arranged by a dutch institute of arbitration in accordance with the rules of simplified arbitration procedure and in force at the time when such proceedings are commenced. Notwithstanding this, you agree that PlayableMusic shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.