SKIOMUSIC.COM TERMS OF USE

Effective Date: November 25, 2022

PLEASE READ THESE TERMS OF USE CAREFULLY. THEY CONTAIN VERY IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS, WARRANTY DISCLAIMERS, LIABILITY LIMITATIONS, AND OTHER IMPORTANT CONDITIONS THAT MAY APPLY TO YOU.

YOU MAY ONLY USE THIS SITE AND ITS RELATED PRODUCTS AND SERVICES IF YOU HAVE READ AND UNDERSTAND THESE TERMS OF USE AND CLICKED “I AGREE” AT THE BOTTOM OF THESE TERMS. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS OF USE BY CLICKING “I AGREE” AT THE BOTTOM OF THESE TERMS, YOU MUST NOT USE THIS SITE OR ANY OF OUR PRODUCTS AND SERVICES.

1.0 INTRODUCTION

1.1 Preamble

Welcome and thank you for visiting SKIO Music Inc. (“SKIO”, “We”, “Our” or “Us”). Please read and review the following terms of use (the “Terms of Use” or “Terms”) carefully to understand how to use SKIO’s website, located at https://skiomusic.com, and all associated sites linked to https://skiomusic.com by SKIO (the “Site” or “Website”).

These Terms of Use, including Our Privacy Policy, and our Refund Policy form a binding legal contract that govern the relationship between SKIO, you (“You”, “Yourself” and the possessive “Your” as applicable), other visitors of this Site (“Users” or “User”), and all other related parties (which may also be subject to separate Terms of Use) relating to the Your use of the Site and the services offered through Our Site (the “Services”). By using any of Our Services or visiting the Site, You agree to be legally bound by, and to use Our Services and Site in compliance with, these Terms of Use.

Please read SKIO’s Privacy Policy (available from the Site), as it also applies to the use of this Site, and its terms and conditions are made a part of these Terms of Use by this reference.

If You are using the Website on behalf of a company, entity, or organization (collectively, a “Subscribing Organization”) then You represent and warrant that You: (i) are an authorized representative or agent of that Subscribing Organization with the authority to bind such a Subscribing Organization to these Terms; (ii) have read these Terms in their entirety; (iii) understand these Terms, and (iv) agree to these Terms on behalf of such Subscribing Organization.

1.2 Changes to the Terms of Use

These Terms of Use and the Site are subject to change with prior notice. We may post a notice that the Terms have changed on Our Site or email you at the email account You registered with Us to advise You of changes. We reserve the right to make changes to these Terms of Use from time to time. When We do, We will revise the “effective date” date set forth above and the new Terms shall take effect on that “effective date”. It is Your responsibility to review these Terms frequently and to remain informed of any changes to them. The then-current version of these Terms will supersede all earlier versions. You agree that Your continued use of Our Site after such changes have been published to Our Site will constitute Your acceptance of such revised Terms of Use. If You do not agree to changes to these Terms, You must cease using the Site or accessing the Services.

1.3 About Us

SKIO’s goal is to introduce new and upcoming artists to a larger audience than normally possible through traditional self-promoting techniques. SKIO offers a platform which enables artists to upload their music and other content (together “Content”) to Our Site and interact directly with interested Users to view, listen to, share, and download selected Content. Our Site also provides optional services for registered members to engage in the creative process by remixing and sound editing other artists’ music. SKIO provides a platform for connecting artists so that they can collaborate, remix, share, sell, transfer, and license their music.

PLEASE NOTE THAT THIS SITE AND THE SERVICES SERVE ONLY AS A PLATFORM TO CONNECT ARTISTS. SKIO CANNOT AND DOES NOT HAVE CONTROL OVER ANY AGREEMENTS FORMED BETWEEN USERS OF THE SITE OR SERVICES. CONSEQUENTLY, ANY RELATIONSHIP OR AGREEMENT FORMED AS A RESULT OF USING THIS SITE OR ITS SERVICES IS FORMED AT THE USER’S OWN RISK.

From time to time We may release new features, resources, or tools on the Site. Any new features, resources, or tools will be subject to these Terms and any updated version of these Terms as the case may be.

2.0 USE OF THIS SITE

By using the Site, You represent that You are at least 18 years of age or You are at least 13 years of age and have parental or legal guardian consent. Do not use this Site if You are a minor without the consent of Your parents or legal guardian. You also represent that Your use of the Site does not violate any applicable law, rules or regulations.

By using the Site, You agree that Your use of the Site and any features or functionality provided by or on the Site (your “Activity”) is provided to you on an “AS-IS” basis and some portions of your Activity may be shared with other users on or of the Site during or for their use of the features or functionality on the Site (the “Shared Activity” or “Shared Content”). Your Shared Activity or Shared Content may be provided as part of features or functionality that other Site users may be exposed to during their use of the Site or during their Site experience. Examples of this include but are not limited to: User A commenting on User B’s Content, or User A listening to User B’s Content and User B being notified during their experience of the Site or through other Site functionality that User A has listened to or is listening to User B’s Content on SKIO. User B may be excited or interested to see comments from other users or to learn who is listening to their Content and these features would be available to User B on the basis of User A’s Shared Activity or on some other basis set out in these Terms.

Subject to Your compliance with these Terms, including Our Community Code of Conduct and Privacy Policy, SKIO grants You a limited, personal, non-exclusive, revocable, non-assignable, and non-transferable right and license to use this Site in order to view and listen to Content uploaded and shared on the Site.

2.1 Membership & Accounts

Many aspects of the Site are free to all Users. However, premium portions of the Site are only available to registered paying members (“Member” or “Membership” as the case may be). To become a Member of the Site, You must create an account by providing Us with Your email address and then choosing a username and password; alternatively, a person may create an account using a social sign-in (such as Facebook or Gmail) (the “Account”). This and any other personal information will be treated in accordance with Our Privacy Policy.

SKIO reserves the right to change the pricing of any Membership and the products features or functionality that may be included in any Membership, and to change the features or products that are included in a specific Membership level, whether that is free or purchased, and to change to levels of Membership available for free or for purchase on the Website, at any time without notice to you, and does not represent and warrant that any particular product or service will remain available for purchase by Members of SKIO for any period of time.

2.2 SKIO Credits

2.2.1 SKIO Credit Program

Members may elect to elect to add a membership the SKIO Credit program to their Account (the “SKIO Credit Program”) through functionality provided by the Website. Membership in the SKIO Credit Program will permit users to exchange SKIO credits, which may be obtained as set out in section 2.2.2. below (“SKIO Credits”) for various products or services made available by SKIO, as further set out on the Website. SKIO reserves the right to change the products that may be purchased for SKIO Credits, or the price for which they may be purchased, at any time without notice to you, and does not represent and warrant that any particular product or service will remain available for purchase by Members of the SKIO Credit Program for any period of time.

2.2.2 SKIO Credit Program Fees and SKIO Credits

Membership in the SKIO Credit Program will entitle Members to obtain a certain amount of SKIO Credits each month, as further set out on the Website. Members wishing to access the SKIO Credit Program agree to pay the appropriate fee for their requested membership level, as set out on the Website. SKIO offers monthly memberships to the SKIO Credit Program and may from time to time, at its discretion (but shall not be obligated to) also offer annual memberships.

Upon a Member choosing a membership level and term, subject to section 2.2.4 below, the corresponding membership fee for that membership level and term will be charged to the payment information that Member has provided on the earlier of (a) the date that is fourteen (14) days after the date when the Member signs up for the SKIO Credit Program through functionality provided through the Website, and (b) the date the Member makes a purchase using SKIO Credits (the date such member is charged is referenced herein as the “Initial Payment Date”).

After the Initial Payment Date, unless they cancel their membership pursuant to section 2.2.5 below, members will be automatically charged fees to continue their membership on a recurring basis thereafter as follows:

(a) in respect to a monthly membership, on each monthly anniversary of the Initial Payment Date; or

(b) in respect to an annual membership, on each annual anniversary of the Initial Payment Date.

(the date of such recurring payment is referenced herein as the “Recurring Payment Date”).

For as long as a Member remains a member of the SKIO Credit Program and pays the appropriate fees, their Account will be credited with the corresponding amount of SKIO credits for the membership level they have chosen on the monthly anniversary of their Initial Payment Date.

Please note that in the case of annual memberships, SKIO Credits will be continue credited to Members’ accounts on a monthly basis (i.e. for a Member purchasing an annual membership, 1/12th of the total credits they have purchased will be credited to their account each month, commencing on the Initial Payment Date).

Any SKIO Credits purchased through the SKIO Credit Program are non-refundable, regardless of whether they have been used to make a purchase yet or not.

2.2.3. Change in SKIO Credit Program Membership Level

Subject to section 2.2.3.(d) below, members may change their membership level in the SKIO Credit Program at any time. If this occurs, fees payable by Members and SKIO Credits issued to them will be adjusted as follows:

Monthly Members

(a) in the event a Member on a monthly membership chooses a membership level with a higher monthly fee:

  1. that Member will immediately be charged the difference between the fee for the new membership level the Member has chosen and their previous membership level, and their account will be credited with an amount of SKIO credits corresponding to the difference between the two; and,
  2. the date the Member elected to change their membership level will become that Member’s new Recurring Payment Date and the Member shall be charged their new monthly fee and be issued their corresponding SKIO Credits on the same day of each month thereafter (except in cases where the Member has yet to be charged a fee, in which case the Member will be charged the higher fee corresponding to their new membership level on the Initial Payment Date); or

(b) in the event a Member on a monthly membership chooses a membership level with a lower monthly fee, commencing on the following Recurring Payment Date the Member will be charged a fee corresponding with their new membership level, and their account will commence being credited with the corresponding lower amount of SKIO Credits for that membership level.

Annual Members

(c) in the event a Member on an annual membership chooses a membership level with a higher annual fee:

  1. that Member will immediately be charged the difference between the fee for the new membership level the Member has chosen and their previous membership level;
  2. their account will be credited with an amount of SKIO Credits corresponding to the difference between the monthly amount of SKIO Credits they are entitled to at their new membership level, and the monthly amount of SKIO Credits they were entitled to at their previous membership level, pro-rated for the number of days remaining until the next monthly anniversary of their Initial Payment Date. On each subsequent anniversary of their Initial Payment Date they will be credited with the higher amount of SKIO Credits they are entitled to due to their new membership level; and
  3. their Recurring Payment Date will remain the same, and their account will renew per section 2.2.2. at the higher membership level on their Recurring Payment Date.

(d) in the event a Member on an annual membership chooses a membership level with a lower annual fee, commencing on their next Recurring Payment Date, they will be charged the lower annual fee and their account will commence being credited the amount of SKIO Credits corresponding to their new membership level.

(e) Members may change the term of their SKIO Credit Program membership at any time, provided that Members may only switch from a monthly membership to an annual membership if SKIO is offering an annual membership term at the time of the switch. Any changes in the term of a membership shall take effect after expiry of a Member’s current term. For instance, for Members wishing to change their membership from an annual term to a monthly term, the change will only take effect the end of their current annual term. After this annual term expires, such Members will be charged the corresponding fee, and issued the corresponding number of SKIO Credits, for a monthly membership at their current membership level, in accordance with section 2.2.2. above.

2.2.4 Initial Payment Date

Notwithstanding section 2.2.2 and 2.2.3 above, SKIO reserves the right to charge Members the corresponding fees immediately upon signing up for the SKIO Credit Program in the context of special promotional events or other circumstances determined by SKIO. SKIO will provide notice to Members of the circumstances where such fees will be charged immediately on the Website or through other reasonable means.

2.2.5. Termination of SKIO Credit Program Membership

Members who have signed up for the SKIO Credit Program may cancel their membership to the SKIO Credit Program at any time by using functionality provided on the Website. Once cancelled, membership to the SKIO Credit Program will end on the following Recurring Payment Date, and the Member will not be charged a membership fee commencing on the following Recurring Payment Date, nor will the Member obtain any SKIO Credits on such date. For greater certainty, Members who have cancelled an annual membership will continue to be issued SKIO Credits on a monthly basis as set out in section 2.2.2. above until the term of their membership ends.

2.2.6. Termination of SKIO Credit Program

SKIO may, at its discretion, modify, suspend, or discontinue the SKIO Credit Program (or any part or content thereof) at any time with or without notice to You, and SKIO will not be liable to You or to any third party should it exercise such rights. Upon termination of the SKIO Credit Program for any reason, any unused SKIO Credits associated with an Account will be forfeited and may no longer be used.

2.2.7. SKIO Credits on Account Termination

Any SKIO Credits associated with an Account not used during a given month will roll over and may be useable during the following month, provided that the Account at issue maintains a membership in the SKIO Credit Program. In the event that an Account’s membership in the SKIO Credit Program is terminated for any reason, the SKIO Credits associated with that Account will be irretrievably lost and may no longer be used following termination of membership in the SKIO Credit Program. Re-joining the SKIO Credit Program at a later date will not allow any previously unused SKIO Credits associated with that Account to be used.

2.3 Insights Reports and Mentor Feedback Sessions

Through functionality provided by the Website, Members of all levels may have partial or full access to or get partial or full access to or exchange SKIO Credits for analytics information, data and feedback regarding the performance of a remix submitted to a SKIO remix contest (a “Submission”), or other selected material submitted to SKIO as further set out on the Website (an “Insights Report”), as well as schedule a thirty (30) minute consultation with one of SKIO’s A&R representatives or mentors, who will provide the Member with feedback on their Submission same and advice regarding their career in the music industry (a “Mentor Feedback Session”). Mentor Feedback Sessions may also be purchased through cash for a cost set out on the Website. Insight Reports and the related functionality may go by another name or names on the Website and may offer Insight Report functionality or other functionality relating to analytics information, data and feedback regarding the performance of a remix submitted to a SKIO remix contest (a “Submission”), or other selected material submitted to SKIO as further set out on the Website in SKIO’s sole discretion and may change from time to time.

By using the Website or by purchasing an Insights Report or Mentor Feedback Session or a Membership that gives you access to Insights Report or Mentorship or similar functionality under other names as the Website may choose from time to time, You agree that any content you upload to the Website, including any Submissions, may be accessed and subject to critique and feedback by other users of the Website, and You agree to make this content available for this purpose.

Please be aware that Insights Reports and Mentor Feedback Sessions are meant to provide You feedback on your Submissions or other content, and will not result in your Submission receiving preferential treatment in regard to any SKIO remix contest, or otherwise affect your chance of winning such contest in any manner whatsoever.

Please also be aware that, without limiting the generality of sections 7 and 8 of these Terms, SKIO makes no representations and warranties regarding any information provided to You as a result of any Insights Report or Mentor Feedback Session, analytics information, data, and feedback and expressly disclaims any liability related to the same.

2.4 Sample Licenses

Through functionality provided by the Website, Members may exchange SKIO Credits for licenses to music samples (“Samples”) from SKIO. Upon such purchase, SKIO grants such Members a non-exclusive, worldwide, perpetual, royalty-free, non-transferable, non-assignable license to exploit the Samples for the purpose of integrating the Samples into any musical work created by the Member and performing or distributing the same, including for commercial purposes. Notwithstanding the foregoing, the Samples may not be used for any purpose that is prohibited by law or may otherwise be reasonably expected to bring SKIO into disrepute. The Member agrees to indemnify and hold harmless SKIO in respect to any use by the Member of the Samples beyond the scope of the license granted in this section 2.3. Please be aware that the terms of such license do not apply to any content licensed through the Buy-It-Now Program, further described in section 2.5 below.

2.5 Buy-It-Now Remix Licenses

2.5.1. Buy-It-Now Remixes

The buy it now program (the “Buy It Now Program”) on the SKIO platform allows you to produce remixed version(s) (the “Remix(es)”) of master recording(s) (“Master(s)”) owned by third party content providers (each an “Owner” or “Content Provider”), pursuant to the terms provided by such Owner for the Master(s) concerned (each an “Offering”).

The Buy It Now Program also operates under a number of alternate names, including Instant License, Instant Remix, and Instant Sync and may be referred to by these alternate names on the Site and in our marketing materials. Any references to these alternate names on our Site and in our marketing materials are references to the Buy It Now Program. These Terms, including section 2.4 thereof, apply to the Buy It Now program regardless of the name it is referenced by on our Site and in our marketing materials. We may change or add to the alternate names by which the Buy It Now Program is referred to at any time.

2.5.2 Remix Requirements

In order to participate in the Buy-It Now Program, You must comply with the following requirements (“Remix Requirements”), provided however that all Remix Requirements shall be subject to the applicable Offering:

(a) Pay the required amount of SKIO Credits as further set out on the Website, for the right to create a Remix of a Master;

(b) Upload final versions of the Remix(es) to the SKIO platform, on or before the delivery date as specified by the Offering, in a WAV audio file format;

(c) Submit or upload to the SKIO platform any so-called project file(s) in connection with the Remix(es) if and as requested by SKIO (which project files may include any session files, documentation, clearances and licenses).

2.5.3 License

Provided that You comply with the Remix Requirements, You shall have a non-exclusive, royalty-free, and non-transferable license, subject to any limitations contained within the Offering, to exploit the Remix(es) solely for promotional purposes relating to your career as a remixer in the music industry and only on the following platforms: (a) SoundCloud; (b) YouTube; (c) Facebook; (d) Twitter; (e) Instagram; and (f) SKIO. For the avoidance of doubt, Owner shall retain the sole and exclusive right to monetize the Remix(es) on any such platform.

2.5.4 Ownership; Proprietary Rights

You acknowledge that Owner is and shall be deemed the sole author of the Remix(es) for all purposes and the sole owner of all rights therein of every kind or nature whatsoever, whether now known or hereafter devised, throughout the universe in perpetuity in all languages. The Remix(es) created (specifically including the copyright in the musical composition embodied on the Master [the “Composition”] to the extent of your contributions thereof) shall, from the inception of its creation, be considered a “work made for hire” for Owner within the meaning of the U.S. Copyright Act, specifically ordered or commissioned by Owner and/or a work made “in the course of employment” for the Owner pursuant to Canada’s Copyright Act, as applicable. If it is determined the Remix(es) does not so qualify, then such Remix(es), together with all rights in it (including, without limitation, the sound recording copyright and the copyright in the Composition to the extent of your contributions thereof), shall be deemed transferred to Owner by this Agreement, free of any claim whatsoever by You or by any persons deriving any rights or interests therefrom. You acknowledge and agree that You did not contribute to any of the Compositions in any fashion (i.e., as a joint author or otherwise) and did not author or compose any portion of a Composition. You may not claim any right, title and interest in and to the Composition(s) and will not be entitled to any payment whatsoever in connection with the exploitation of the Composition(s). You also agree to irrevocably waive all Your moral rights in the Remix, including the Composition.

2.5.5 Representations and Warranties

You represent and warrant that:

(a) None of your contributions to the Remix(es) shall infringe upon the copyright or violate the rights of any other party;

(b) You are free and legally permitted to enter into and to perform under the Buy It Now Program Terms;

(c) You have obtained (or will obtain) all necessary licenses, approvals, consents and permissions in connection with the material incorporated into the Remix(es) which is contributed by You;

(d) The Buy It Now Program Terms, will not interfere with any contract to which you are a party;

(e) You have carefully read the Buy It Now Program Terms, know the contents hereof and understand that by participating in the Buy It Now Program you are entering into a binding legal agreement irrevocably assigning copyright and other intellectual property rights you may have in the Remix(es), and signs the same freely and voluntarily; and

(f) The Remix is not being created pursuant to any union or guild agreement and You agree to indemnify and hold Owner, its licensees, designees and assigns harmless from any and all guild and union fees, residuals, re-use fees, contributions and similar payments as a result of the production or exploitation of the Remix.

2.5.6 Indemnification

Further and in addition to section 9 of these Terms, You will indemnify and defend Owner, and its respective successors, licensees and assigns from and against any and all liabilities, losses, damages or costs (including, without limitation, reasonable outside attorneys’ fees) arising out of any third party claim based on the breach of any of the representations, warranties or agreements made by You in these Buy It Now Program Terms.

2.6 Deals: Sharing, Licensing, and Dealing with Your Content

If You are the true owner of the rights to Your Content, then You will continue to own those Content rights, including information and intellectual property, You post on, or upload to, this Site subject to the extent You have assigned, licensed, or otherwise transferred interest in that Content, and subject to any terms or conditions in these Terms. You can control how Your Content is shared, transferred, assigned, or licensed through Your Account settings, through interactions with other Users, and when negotiating Deals.

2.6.1 Template Deal Contracts

SKIO is designed to help You enter into Deals with other Users to monetize Your Content or earn money contributing to other Users’ Content. Our Template Contracts can be used for informational purposes when arranging Deals with other Users. You may set Your own terms and conditions for Your Deals with the informational assistance of one of Our Template Contracts. You can use these Template Contracts as a guide in setting the terms and conditions necessary to meet the Your needs as an artist and the needs of other Users/Members. Using the Template Contracts as a guide, You may also agree to grant to other Users of the Site and to other operators to which Your Content has been stored or shared a license to use, copy, repost, transmit or otherwise distribute, publicly perform, adapt, remix, alter, modify, prepare derivative works of, compile, make available and otherwise communicate to the public Your Content subject to the terms and conditions set by You in Your sole discretion.

THE TEMPLATE CONTRACTS ARE FOR INFORMATIONAL PURPOSES ONLY AND THEIR PROVISION DOES NOT CONSTITUTE LEGAL ADVICE NOR ARE THEY A SUBSTITUTE FOR LEGAL ADVICE. YOU SHOULD ALWAYS SEEK INDEPENDENT LEGAL ADVICE WHEN DEALING WITH ANY LEGAL ISSUES, INCLUDING WITHOUT LIMITATION, THE HANDLING OF INTELLECTUAL PROPERTY. YOU AGREE THAT OUR PROVISION OF THE TEMPLATE CONTRACTS DOES NOT FORM A LAWYER-CLIENT RELATIONSHIP WITH YOU NOR DOES IT FORM ANY LEGAL RELATIONSHIP BETWEEN US AND YOU WHATSOEVER EXCEPT AS EXPRESSLY SET OUT IN THESE TERMS. SKIO DOES NOT PUT ITSELF OUT AS A LEGAL PROFESSIONAL OR LEGAL EXPERT IN ANY WAY WHATSOEVER.

Please note that SKIO is not a party to any of the Template Contracts and Your decision to use the Template Contracts is made entirely at Your own risk. SKIO provides the Template Contracts on an “as is” basis. We make no representations, guarantees, or warranties regarding the suitability, accuracy, or validity of the Template Contracts for Your intended purposes.

YOU AGREE TO RELEASE SKIO FROM ANY AND ALL LIABILITY, INCLUDING TORT, CONTRACT, CIVIL, AND CRIMINAL LIABILITY, WHETHER DIRECT OR INDIRECT, RESULTING FROM, OR CONSEQUENT TO, YOUR USE OR FAILURE TO USE ANY OF OUR TEMPLATE CONTRACTS. Users must reach their own agreements regarding their Content, especially with respect to assignment and/or licensing of their Content. While SKIO may provide certain information such as User or Member profiles and Template Contracts, this is provided for informational purposes only. SKIO and the Site act solely as intermediaries and are not party to any contracts between Users or any other person or entity except to the extent provided for in these Terms and the Privacy Policy or where made explicit in writing by SKIO.

2.6.2 Use of Digital Signatures

In order to complete Deals, You will need to accept the terms and conditions of the Deal as expressed in a digital document (for example a Template Contract). You agree and acknowledge that by clicking to accept the terms and conditions of the Deal you signify your intention to be legally bound to the terms and conditions of the Deal. You further agree and acknowledge that clicking in acceptance of Deal terms is the same as the mark you customarily use to identify yourself in an online context and legally sufficient to show your intention to be bound.

2.6.3 Cancelling Deals and Refund Policy

If a Deal is terminated by one or both of the parties, and one of the parties is entitled to a refund as a result of such cancelation, both parties must notify SKIO by email at info@skiomusic.com with the subject line “Deal Termination,” quoting the deal license ID number (found on the URL of the deal page for the Deal) and setting out the amount to be refunded and the party it is to be refunded to. Upon receipt of this email SKIO will email both parties acknowledging the request. Within thirty (30) days of emailing the parties with acknowledgment of the request SKIO will refund the funds requested to the party at issue. Notwithstanding the foregoing, please note that Deals entered into under the Buy it Now Program are final, and no refunds will be issued in relation to such Deals.

SKIO will withhold a fee in the amount of 4% of any funds refunded (the “Processing Fee”). SKIO charges this 4% Processing Fee to cover payment processing and banking costs associated with facilitating refunds.

You agree that SKIO is under no obligation to refund to You any monies, fees, payments, or funds expended in relation to Your Account should Your Account be terminated or suspended in connection with a violation of the these Terms.

2.6.4 No Circumvention of Site or Its Products and Services

SKIO provides a valuable service in introducing You to other artists and creators and you agree and that by using this Site you will not circumvent it with respect to Deals after You initiate communication with another User on this Site regarding a potential Deal. You may not form any Deal with that User except through the means SKIO provides on this Site. You agree that this specific provision relating to circumvention shall persist even upon termination of Your Account or Membership with SKIO for whatever reason. You further agree that this restriction is fair and reasonable and necessary to protect SKIO’s business.

2.7 Song Feedback Program

Each Member may participate in SKIO’s Song Feedback Program by uploading a song (in this section a “Submission”) created by that Member to SKIO through functionality provided through the Website and paying the fee set out on the Website (the “Feedback Program Fee”). By uploading a Submission to the Song Feedback Program, you represent and warrant that your Submission does not infringe upon the copyright or otherwise violate the intellectual property rights of any third party. You also grant SKIO a limited, worldwide, non-exclusive, royalty free, transferable, sub-licensable, fully paid up license to reproduce and perform the Submission for the purpose of operating the Song Feedback Program.

Members who make a Submission to the Song Feedback Program may receive feedback on their Submission from SKIO (the “Feedback”). SKIO makes no representations and warranties of any nature regarding the Feedback, and by participating in the Song Feedback Program you agree, without limiting the generality of section 7 below, to release and hold harmless SKIO from any liability whatsoever related to the Feedback or the operation of the Song Feedback Program.

All Feedback Program Fees are non-refundable, and once a Submission has been uploaded to the Website a request to evaluate a Submission through the Song Feedback Program may not be cancelled.

2.8 Boost

“Boost” is a promotional tool. Boost increases the visibility and exposure of your song to the SKIO audience by increasing the amount of times your song/content is made visible on the pages you’ve purchased Boost for. This does not guarantee any outcomes. Prices may vary depending on a variety of factors including but not limited to: when Boost is purchased and how many impressions are purchased and where the song/content placements are set for. You can choose to buy Boost at the price and with the targets as set out in the Boost purchase details at time of purchase. Boosted content is boosted instantly after purchase. You can find your Boost data and performance in real time through your SongStats section of the relevant contest page. All purchases are final and in USD. No refunds. No guarantee of performance or outcomes. Boosting your content will not increase your chances of winning a contest. Boosting your content does not guarantee increased engagement or any other result as a consequence of increased exposure and visibility on the platform. Therefore Boosting your content may or may not lead to more plays, listeners, promotional value or any other value, because you will be more visible more often. SKIO does not guarantee you will satisfy and hit all impression targets purchased within any specific amount of time or at all. Note: once a contest is completed the potential for further impressions may be reduced significantly and this should be taken into account when purchasing Boost late in contest periods. You can always purchase more Boost. SKIO does not guarantee that the targets for impressions purchased will be met, but SKIO will keep Boosts on content for which Boost has been purchased active until impressions are met so long as the relevant contest page is live on the platform to facilitate any further impressions that may be realized if they can be. Contest pages may be limited in their time live on site and can be taken down at any time for any reason in SKIO’s sole discretion. If you misuse Boost or apply Boost to content that is deemed in SKIO’s sole discretion to be unacceptable or illegal or in violation of the SKIO Terms of Use, you forfeit all money spent on Boost and will have your content removed with no notice and no refund.

2.9 Keeping Your SKIO Account Secure

You alone are responsible for protecting the security and confidentiality of Your Account information. You are solely responsible for any activity occurring in relation to Your account, whether or not You authorized such activity.

If You have reason to believe Your Account has been compromised, You must immediately notify SKIO or the administrators of this Site in writing at info@skiomusic.com Upon receipt of Your notification, SKIO will work to remedy the problem. If your Account can’t be saved, SKIO reserves the right to terminate Your account without any refund to You of monies, fees, payments, or funds expended in relation to Your Account. You agree that SKIO shall not be held liable for any injury, harm, loss, expense, cost, or damage suffered as a result of terminating Your Account.

3.0 CONTENT

3.1 User Content

Throughout these Terms We discuss User Content and what can or cannot be done with it, and the rights, obligations, and liabilities associated with it. Generally speaking, Content includes any User created media, data, or intellectual property. For example, content includes, among other things, the following file formats:

  • .als (Ableton Live)
  • .pt5, .ptf, .pts, .ptt, .ptx (Pro Tools)
  • .cpr (Cubase)
  • .flp, .fst, (Fruityloops)
  • .rfl, .rns, .rsn,(Reason)
  • .logic, .lso, .omf, .logicx (Logic Pro)
  • .rpp (Reaper)
  • .npr (Nuendo)
  • .mp3
  • .wav
  • .aiff

SKIO takes no ownership interest in Your Content. By using this Site, You expressly acknowledge and agree that You are solely responsible for Your Content.

3.2 Copyright & Grants of Licences

Except as otherwise expressly permitted herein, You may not upload, post, publish, reproduce, copy, modify, transmit or distribute in any way any component of the Site itself or derivative works with respect thereto, as the Site is copyrighted as a collective work under Canadian copyright laws.

Subject to any license or assignment of Content pursuant to section 2 of these Terms any and all Content, including text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork, and computer code, You upload and own shall remain Yours solely to own and control. SKIO does not claim nor will it claim any ownership or right to User Content and such User Content remains the sole property and responsibility of the User as between the User and SKIO. However, by uploading and/or posting Your User Content to the Site, You hereby expressly grant SKIO a limited, worldwide, non-exclusive, royalty free, transferable, sub-licensable, fully paid up, license to use Your User Content for making posts to the Site’s landing page for promotional purposes. Adjusting Your profile settings allows You to “opt-in” or “opt-out” of the use of Your User Content for promotional purposes. Furthermore, You grant Us a limited, non-exclusive, transferable, sub-licensable, royalty-free, fully paid up, worldwide license to use any and all of Your uploaded Content as needed for the proper functioning and marketing of this Site including without limitation to store Your Content on Our servers or the servers We lease or rent. This license ends when You delete Your Content or terminate Your Account.

SKIO may remove any User Content that violates the Terms of Use. Violation of the Terms of Use may also result in termination of Your Account.

The license You grant is on an ongoing basis; however, after You delete Your Content from the Site, We will make commercially reasonable efforts to remove such specific deleted User Content from further distribution on the Site as soon as practicable. Please note that deleted User Content may persist in archival copies on the Site servers for a reasonable period of time.

4.0 USER CONDUCT

4.1 Your Music and other works

You agree that You shall not upload, post or transmit to, or distribute, or otherwise publish through the Site any Content or materials that:

  1. are protected by copyright, or other proprietary or intellectual property right, or derivative works with respect thereto, unless You are the owner or licensee of that Content and retain all necessary rights needed to deal in that Content on this Site by first obtaining permission from the copyright owner if required;

  2. restrict or inhibit any other User from using and enjoying the Site;

  3. could constitute, facilitate or encourage conduct that could constitute a criminal offence or give rise to civil liability of any nature; or

  4. contain a virus, malware, spyware, or other harmful component, advertising of any kind, or false or misleading indications of origin or statements of fact.

4.2 Your use of the Site

You also warrant and agree that You shall not:

  • impersonate or misrepresent Your affiliation with any other person or entity;
  • upload, post, publish, transmit, reproduce, distribute or in any way exploit any information or other material obtained through the Site for commercial purposes other than according to these Terms and other than as expressly permitted by the provider of such information or other material;
  • engage in spamming, flooding or promote or distribute any unauthorized advertising;
  • misrepresent works as Your own or misrepresent the popularity of any of Your works;
  • store, collect, scrape, lift, download, or retain Content from the Site in a separate destination that in any way replicates substantially material offered from the Site except as these Terms permit;
  • engage in any conduct that would could constitute a criminal offence or give rise to civil liability of any nature;
  • use Your Account for any unlawful or unethical purpose or in violation of these Terms.
  • facilitate, aid, abet, or promote any conduct that could constitute a criminal offence or give rise to civil liability of any nature;
  • enter into or form Deals with Users You came into communication with as a result of Your access to, or use of, this Site except by using this Site in conjunction with the means SKIO provides to form such Deals;
  • use, sell, trade, gift, or transfer any of the Template Contracts outside the confines of this Site;
  • use the Account, username, email address or password of another Member at any time or to disclose Your password to any third party;
  • Cancel Deals without good reason or excessively cancel Deals before delivery of the musical work;
  • attempt to gain unauthorized access to Our computer system or other computer systems through the Site;
  • infringe the intellectual property rights of any other person or entity; or
  • create or use any personalized URL in a format similar to “www.skiomusic.com/username” (a “Personalized URL”) through functionality provided by the Site if doing so would result in a breach of the Terms.

4.3 Your Interaction with Other Users

SKIO will provide Users with various methods to communicate with other Users on the Site (“Communication Platforms”). Communication Platforms may include, among other things, forums, an in-Site messenger service for private messages, the content of Personalized URLs and public walls on Users’ profiles. We want to keep SKIO a fun, safe place to share and create music and other content. For Our Communication Platforms to work properly, we all need to treat each other in a civilized considerate way. The following rules and guidelines apply when using Our Communication Platforms.

  1. No Offensive Content – Site Users may not communicate Content that is obscene, vulgar, hateful, threatening, racist, sexually explicit, discriminatory, sexist, or otherwise in violation of international laws or laws where You reside. This includes any links in Your signature, avatar, or profile. Site administrators and moderators reserve the right in their sole discretion to decide if content posted on or communicated through the Site is in violation of this Community Code of Conduct. Offensive posts will be removed, and the User posting offensive Content will be warned and may be barred from accessing the Site or some of its features.

  2. No Spamming or Advertising – Site Users may not post or communicate Content on the site that may be deemed, in the sole discretion of the Site administrators or moderators, to be spam, promotions, or advertising for things outside the scope of this Site. Of course, promoting and advertising Your own music is permissible and encouraged – spamming, however, is not.

  3. No Insulting or Inflaming Content – Please do not post anything that insults, harasses, belittles, threatens, or inflames another User or non-User of this Site. Criticism of music is welcome, but only where it is constructive. Please do not use offensive language. Please do not use language that baits or trolls other Users to react in a negative manner. Please do not respond to flaming or trolling – people engaging in such activity are seeking responses to their inflammatory posts and are best ignored. If You have a complaint, please notify a Site administrator or moderator or send us an email at info@skiomusic.com.

  4. No Defamatory Posts – Do not post anything that could be libelous or defamatory to another person or business, or post merely to cause harm to another person or company.

  5. No Disclosure of Private Information – Do not post, share, or communicate real names, e-mail addresses, contact information, or other personal identifiers belonging to anyone unless (a) they’re already publicly available, or (b) You have received express consent from the person to whom they belong. Do not post, share, or communicate the content of e-mails, private messages, chat logs, or other types of messages without the express consent of all parties involved in that message.

Communications made through the Site’s Communication Platforms express the views of the author only and do not reflect the view of SKIO or its directors, officers, employees, consultants, shareholders, affiliates, assigns, agents, contractors, sponsors, representatives, and licensors.

We will use commercially reasonable efforts to remove objectionable material, within a reasonable timeframe, if We determine removal is necessary. While We will attempt to remove or edit any generally objectionable material as quickly as possible, it is impossible to review every posting made on Our Communication Platforms. Furthermore, many of the communications made through the Communication Platforms are of a private nature and SKIO will not review them unless a User files a complaint. SKIO is not responsible for any communications made through Our Communication Platforms.

5.0 SKIO Store

5.1 Products Sold “As-Is”

Our website may also provide you access to a web store through with you may purchase products online from us (the “Products”). WITHOUT LIMITING THE GENERALITY OF SECTION 7 BELOW THE PRODUCTS ARE SOLD “AS-IS” AND SKIO MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY NATURE REGARDING THE PRODUCTS AND WILL NOT BE LIABLE TO YOU IN ANY MANNER FOR ANY DEFECTS IN THE PRODUCTS OF ANY NATURE OR DAMAGE TO THE PRODUCTS.

In the event the manufacturer of a Product provides a warranty it is your responsibility to contact the manufacturer directly in respect to such warranties and We are not responsible for providing assistance with its process.

We cannot guarantee that the images of the Products displayed by your device will display the Products correctly or that the purchased Products will match the Website in terms of colour or other cosmetic features.

5.2 Product Availability

The Products may be sold in limited quantities and we cannot guarantee their availability for purchase. We also reserve the right to refuse any order placed through the Website for any reason in our discretion, or limit the quantities of Products sold per order. We also reserve the right to limit the availability of the Products to certain geographic areas or jurisdictions in our discretion.

5.3 Refund Policy

All sales are subject to our refund policy, available here: https://skiomusic.com/refunds/

5.4 SKIO Store Credit

Each purchase made through the Website may entitle the purchaser to a store credit (the “SKIO Store Credit”). If the purchase of a Product will enable you to obtain SKIO Store Credits the amount of SKIO Store Credits that may be earned for the Purchase of any Product will be set out on the Website.

The amount of SKIO Store Credits you may earn on a purchase may vary depending on whether or not you are a Member. If our Website indicates that being a Member entitles you to additional SKIO Store Credits, in order to qualify for such SKIO Store Credits at the time of purchase You must be a Member and have an Account in good standing with Us.

In the event that the SKIO Store Credits available from a purchase are set out as a percentage of the cost of a Product, SKIO Store Credits shall be granted only in respect to a percentage of the base purchase price of the Product, not any taxes or shipping costs applicable to such purchase.

Any SKIO Store Credit earned by you may be used solely as a credit towards the purchase other Products on the SKIO web store, and may not be exchanged for cash or used for any other purpose other than redeeming the same through the SKIO web store. Please note that it may take up to forty-eight (48) hours after a purchase for any SKIO Store Credit to be registered to your account.

5.5 Reimbursement Criteria for “Best Price Guarantee”

Competing offer must have been available at time of purchase. Product must be on offer exactly as is sold on SKIO Store. No refunds. Reimbursement of difference in price plus $5 USD to be issued solely in SKIO Store Credit. Reimbursement claim must include a link to the competing offer, screenshot of competing offer on same day (Pacific Standard Time) as original purchase, and proof of completed purchase on SKIO store. For example, if SKIO Store price is $50 USD more than competing price available on same day (Pacific Standard Time), the reimbursement will be $55 USD in SKIO Store Credit. SKIO Store Credit must be spent in SKIO Store. Reimbursement not applicable when product is sold in any other format or bundle. Reimbursement only applies to competing offers from retail resellers and not to sales by manufacturers or wholesalers. Application for reimbursement claim must be submitted by email to info@skiomusic.com within 10 days of original purchase. Delivery of SKIO Store Credit may take up to 15 business days from time of claim application submission. SKIO in its sole discretion may decide a claim is fraudulent or does not meet the requisite criteria for reimbursement.

6.0 Site Monitoring & Conduct External to the Site

6.1 On Site Activity

We have no obligation to monitor any Content available on or through the Site and We assume no such obligation. You acknowledge and agree, however, that We do retain the right to monitor the Site and to disclose any information as necessary or appropriate to satisfy any law, regulation or other governmental request, to operate the Site properly, or to protect Ourselves or Our users.

Please refer and familiarize Yourself with Our Privacy Policy, which is incorporated into these Terms of Use by reference.

We reserve the right to refuse to post or to remove any information or materials, in whole or in part, that, as determined by us in Our sole discretion, are unacceptable, undesirable, inappropriate or in violation of these Terms of Use.

You agree to defend, indemnify and hold the site proprietors and their directors, officers, employees, agents and affiliates harmless from any and all claims, liabilities, costs and expenses, including reasonable attorneys’ fees, arising in any way from Your use of the Site or the placement or transmission of any message, information, software or other materials through the Site by You.

We also reserve the right to terminate Your access or membership to the Site in the event that You use a competitor site or such alternate sites which perform substantially similar services as We provide or for such other reasons as We may determine in Our sole discretion.

Our Site or related services may contain links to other third party websites, services, products, or content that We do not own, control or license. We make no endorsements, representations, guarantees, or warranties with respect to any third party websites, services, products, or content. If You click-through on any link posted on this Site, You do so at Your own risk and agree that SKIO (including, but not limited to, its owners, directors, officers, agents, and employees) are not liable in any manner for any harm (including emotional harm), injury, cost, damage, or loss You may suffer as a result of doing so.

You acknowledge and agree that We have no responsibility for the accuracy or availability of information third party websites provide of which You may link from the Site (“Linked Sites”). Links to Linked Sites, which may be via invites from other users or from SKIO directly, do not constitute an endorsement by or association with Us of such sites or the content, products, advertising or other materials presented on such sites. We do not author, edit, or monitor these Linked Sites. You acknowledge and agree that We are not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, information, products, or services available on such Linked Sites.

Our Terms and Privacy Policy do not apply to third-party websites; however, if You use a social sign-in to access this Site and its products and services, You agree to be bound both by Our Terms and Privacy Policy, as well as the terms of service/use and privacy policy of the website associated with Your social sign-in and that of Stripe.com if you are making payments to this Site.

6.3 Payment Processors

We may use third-party payment processors such as Paypal, Stripe, etc. to facilitate transactions on the Website. You must comply with the applicable terms of services of the payment processor used to process your payment in respect to such transactions. You represent and warrant that any payment information you provide in respect to a payment made through the Website true and accurate and that you are authorized to use such payment method. The processing of such transactions may be subject to the terms and conditions and privacy policies of such third-party payment processors, as applicable, and the information you provide through the Website may be shared with such third-party payment processors for the purpose of processing your transaction. If there are any issues with the processing of your transaction you must contact the relevant third-party payment processor.

7.0 DISCLAIMER OF WARRANTIES

BY USING THIS SITE OR SERVICES PROVIDED BY OR THROUGH SKIO, YOU AGREE TO DO SO AT YOUR OWN RISK. THE SITE AND ALL CONTENT, MATERIALS, TEMPLATE CONTRACTS, FUNCTIONS, PRODUCTS, SERVICES, AND ALL RELATED USES THEREOF, ARE PROVIDED ON AN “AS IS,” BASIS. WITHOUT LIMITING ANYTHING IN THESE TERMS, THIS SITE AND ALL CONTENT, MATERIALS, TEMPLATE CONTRACTS, FUNCTIONS, PRODUCTS, SERVICES ARE PROVIDED WITHOUT ANY REPRESENTATIONS, GUARANTEES, CONDITIONS (EXCEPT THOSE EXPRESSLY PROVIDED HEREIN), OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY WARRANTY FOR INFORMATION, DATA, DATA PROCESSING SERVICES, OR UNINTERRUPTED ACCESS, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, USEFULNESS, VALIDITY OR CONTENT OF INFORMATION, AND ANY WARRANTIES OR CONDITIONS (EXCEPT THOSE EXPRESSLY CONTAINED HEREIN) OF TITLE, NON-INFRINGEMENT, QUALITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE SITE, ITS QUALITY, FUNCTIONS, FEATURES, SERVICES, PRODUCTS, INFORMATION, TEMPLATE CONTRACTS, DEALS, OR CONTENT INCLUDING WITHOUT LIMITATION THAT THE FOREGOING WILL BE TIMELY, SECURE, UNINTERRUPTED, APPROPRIATE, OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. WE MAKE NO WARRANTY THAT THE SITE WILL MEET USERS’ REQUIREMENTS. NO ADVICE, RESULTS, OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN NOR IS ANY ADVICE, RESULTS, OR INFORMATION OBTAINED BY YOU FROM US LEGAL ADVICE. IF YOU ARE DISSATISFIED WITH THE SITE OR ITS RELATED SERVICES, YOU AGREE THAT YOUR SOLE AND ONLY REMEDY IS TO DISCONTINUE USING THE SITE.

YOU UNDERSTAND THAT SKIO AND ITS OWNERS, DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS, LICENSORS, SPONSORS, REPRESENTATIVES, AND ASSIGNS HAVE NO CONTROL OVER THE QUALITY, SUITABILITY, VALIDITY, ACCURACY, OR SUBSTANCE OF THE CONTENT UPLOADED OR SHARED BY USERS AND DEALS CREATED BY USERS.

SKIO DOES NOT GUARANTEE, WARRANT, OR REPRESENT THAT THE DEAL YOU CREATE WITH ANOTHER USER WILL ADEQUATELY ASSIGN OR LICENCE YOUR CONTENT NOR CAN SKIO GUARANTEE THE VALIDITY OF ANY ASSIGNMENT OR REGISTRATION OF CONTENT MADE ON THE SITE. WE CONTROL AND OPERATE THIS SITE FROM OUR OFFICES IN THE PROVINCE OF BRITISH COLUMBIA, CANADA. WE DO NOT REPRESENT OR WARRANT THAT MATERIALS, INCLUDING THE TEMPLATE CONTRACTS, INFORMATION, OR CONTENT ON THE SITE ARE APPROPRIATE OR AVAILABLE FOR USE IN OTHER LOCATIONS. PERSONS WHO CHOOSE TO ACCESS THIS SITE FROM OTHER LOCATIONS DO SO ON THEIR OWN INITIATIVE, AND ARE RESPONSIBLE FOR COMPLIANCE WITH LOCAL LAWS, IF AND TO THE EXTENT LOCAL LAWS ARE APPLICABLE.

8.0 LIMITATION OF LIABILITY

8.1 General

BY USING THIS SITE OR ITS RELATED SERVICES YOU UNDERSTAND AND AGREE THAT YOU AND YOUR AGENT(S), SUCCESSOR(S), AND HEIR(S) SHALL NOT PURSUE ANY LEGAL CLAIMS WHATSOEVER AGAINST SKIO AND ITS OWNERS, DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES, CONSULTANTS, CONTRACTORS, AGENTS, LICENSORS, SPONSORS, REPRESENTATIVES, AFFILIATES, AND ASSIGNS AND FURTHER AGREE THAT SKIO AND ITS OWNERS, DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES, CONSULTANTS, CONTRACTORS, AGENTS, LICENSORS, SPONSORS, REPRESENTATIVES, AFFILIATES, AND ASSIGNS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, COMPENSATORY, PUNITIVE, OR OTHER DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, LOSS OF REVENUE, ECONOMIC LOSS, LOSS OF REPUATION, LOSS TO PROPERTY, LOSS OF GOODWILL, LOSS OF DATA, OR ANY OTHER INTANGIBLE OR TANGIBLE LOSS, HARM, INJURY, DAMAGE, OR COST (EVEN IF SKIO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM:

  1. YOUR USE OF THIS SITE; OR SKIO’S, SERVICES, PRODUCTS, OR CONTENT;
  2. THE INABILITY TO USE THIS SITE AND/OR ITS RELATED SERVICES, PRODUCTS, OR CONTENT DUE TO ANY CAUSE;
  3. INFORMATION OR ADVICE OBTAINED FROM THIS SITE OR ITS RELATED SERVICES;
  4. USE OR FAILURE TO USE A TEMPLATE CONTRACT AS PROVIDED BY SKIO;
  5. UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS, DATA, OR CONTENT;
  6. LOSS OR DAMAGE TO YOUR DATA OR CONTENT;
  7. USE OF OTHER USERS’ CONTENT, SERVICES, PRODUCTS, ADVICE, OR INFORMATION;
  8. TRANSACTIONS OR INTERACTIONS WITH USERS OF THIS SITE OR WITH SKIO;
  9. DELIVERY OF PHYSICAL STORAGE MEDIA TO SKIO;
  10. ANY OTHER MATTER RELATING TO THIS SITE, SKIO, OR RELATED SERVICES PROVIDED BY SKIO; OR
  11. YOUR INABILITY TO CONCLUDE, ENTER INTO, EXECUTE, PERFORM, OR ENFORCE A DEAL DUE TO YOUR ACCOUNT BEING TERMINATED, SUSPENDED, OR DELETED IN ACCORDANCE WITH THESE TERMS.

8.2 Content Liability

BY USING THIS SITE, YOU UNDERSTAND AND AGREE THAT ANY AND ALL LIABILITY WHICH MAY RESULT OR ARISE, WHETHER DIRECT OR INDIRECT, FROM ANY CONTENT SHARED, POSTED, OR UPLOADED TO THIS SITE IS HEREBY WAIVED AND EXCLUDED BY SKIO. WITHOUT LIMITING THE GENERALITY OF THESE TERMS, YOU UNDERSTAND AND AGREE THAT SKIO AND ITS OWNERS, DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES, CONSULTANTS, CONTRACTORS, AGENTS, LICENSORS, SPONSORS, REPRESENTATIVES, AFFILIATES, AND ASSIGNS SHALL NOT BE HELD LIABLE FOR ANY OF YOUR CONTENT THAT INFRINGES INTELLECTUAL PROPERTY RIGHTS, INCLUDING COPYRIGHT, VIOLATES PRIVACY LAWS OR RIGHTS, VIOLATES CONTRACTUAL RIGHTS, CONSTITUTES A TORT, IS DEFAMATORY, OBSCENE, CRIMINAL, OFFENSIVE, OR IN VIOLATION OF PUBLIC STANDARDS OF DECENCY.

8.3 IP Liability

You agree acknowledge that if an assignment or license of copyright made between You and another User is subsequently found to be invalid, You waive Your right to bring an action against SKIO for any damages actual or threatened which may be associated with the invalid assignment or license and SKIO assumes no liability for same.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO CERTAIN USERS. IN NO EVENT SHALL SKIO BE LIABLE FOR, OR IN CONNECTION WITH, ANY CONTENT POSTED, TRANSMITTED, EXCHANGED, SHARED, OR RECEIVED BY OR ON BEHALF OF ANY USER OR OTHER PERSON ON OR THROUGH THE SITE. IN NO EVENT SHALL THE TOTAL LIABILITY OF SKIO TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THE TERMS AND CONDITIONS OR YOUR USE OF THE SITE EXCEED, IN THE AGGREGATE, THE GREATER OF THE AMOUNTS PAID BY YOU TO SKIO OR TEN UNITED STATES DOLLARS (USD $10.00).

9.0 THE USE OF EXTERNAL PLATFORMS FOR MEDIA IMPORT AND EXPORT

You may send SKIO physical storage media (the “Media”) that We may use to either (a) transfer data contained on the Media into supported storage services (such as, Amazon S3, Amazon EBS, and Amazon Glacier by way of example only) as Your User Content or (b) transfer some or all of Your User Content to the Media (such data contained on Media either before or after transfer, “Data”) and provide the Media to You.

You acknowledge that any transfers to and from Media are subject to You complying with all specifications and documentation for either Amazon Web Services Import/Export (including the AWS Import/Export Pack and Ship Check List), or any other such mass media transferring platform (“MMTP”) as SKIO designates, as posted by Us and updated by Us from time to time on the SKIO Site, including Media, shipping and encryption requirements. You will be solely responsible for all shipping and handling costs (including costs of freight and transit insurance) for shipping Media to or from Us. You are responsible for payment of all customs, duties, taxes and other charges in connection with Media being shipped to or from Us.

You represent and warrant that You will not deliver to Us, and agree that We may refuse to accept, any damaged, defective or unreadable Media or any Media otherwise not shipped in accordance with these Terms of Use (collectively, “Unsuitable Media”). We may return or dispose of any Unsuitable Media, or erase Data on such Unsuitable Media. Any additional expenses incurred in connection with Unsuitable Media may be charged as additional fees to Your Account. If You request and We return Unsuitable Media to You, You agree that We will select the shipping carrier and handling standards for return of such Unsuitable Media in Our sole discretion, and the carrier and standards may not be the same (and may cost more) than those We use for shipping media in connection with any MMTP generally. For avoidance of doubt “Media” includes “Unsuitable Media”.

You will bear the entire risk of loss of, or damage to, any Media (including Data) while in transit and You are solely responsible for obtaining insurance at Your expense. We have no liability or responsibility with respect to any delay, damage or loss incurred during shipment, including loss of Data.

As between SKIO and You, You will retain title to any Media We receive from You and store as part of AWS Import/Export or MMTP. You supply Us with Media and Data entirely at Your own risk. We are not responsible for and will not be held liable for any damage to Media or any loss of Data. Our confirmed receipt of delivery does not:

  1. indicate or imply that any Media or Data has been delivered free of loss or damage, or that any loss or damage to any Media or Data later discovered occurred after confirmed receipt of delivery;
  2. indicate or imply that We actually received the number of units of Media specified by You for such shipment; or
  3. waive, limit or reduce any of Our rights under these Terms of Use.

We reserve the right to impose, and change, from time to time, volume limitations on the delivery of Your Media, and You will comply with any of these restrictions or limitations.

We recommend that You back up Data prior to delivery to Us. Your Data should not include live or production data or any other data that You are not prepared to lose. For avoidance of doubt, Your User Content includes Data.

You represent that You have all necessary rights to:

  1. provide the Media and Data to Us for upload into supported storage services; and
  2. authorize Our transfer of any Data You specify to the Media.

You represent and warrant that import or export of the Media or Data to or from Us does not require a license under the laws or regulations of any country.

You agree that We may reproduce Data as necessary to transfer it between Media and supported storage services.

Use of AWS Import/Export or MMTP requires use of a supported storage service. You are responsible for the separate fees You accrue for storage services.

IN ADDITION TO THE DISCLAIMERS IN THE THESE TERMS OF USE, WE HEREBY DISCLAIM ANY DUTIES OF A BAILEE OR WAREHOUSEMAN, AND YOU HEREBY WAIVE ALL RIGHTS AND REMEDIES OF A BAILOR (WHETHER ARISING UNDER COMMON LAW OR STATUTE), RELATED TO OR ARISING OUT OF ANY POSSESSION, STORAGE OR SHIPMENT OF MEDIA OR DATA BY US OR OUR AFFILIATES OR ANY OF OUR OR THEIR CONTRACTORS OR AGENTS. YOU ARE SOLELY RESPONSIBLE FOR APPLYING APPROPRIATE SECURITY MEASURES TO YOUR DATA, INCLUDING ENCRYPTING SENSITIVE DATA.

In addition to Your indemnification obligations under the Terms of Use, You agree to indemnify, defend and hold Us, Our affiliates, agents, officers, directors, employees, successors, assigns and licensors, each of Our and their business partners (including third party sellers on websites operated by or on behalf of Us) and each of Our and their respective employees, officers, directors and representatives, harmless from and against any and all claims, losses, damages, liabilities, judgments, penalties, fines, costs, and expenses (including reasonable legal fees), arising out of or in connection with any claim arising out of:

  1. the Media (whether or not title has transferred to Us) and Data, including any personal injury, death or property damage (including any damage caused by malicious or harmful code included in Data);
  2. any sales, goods and services, use, excise, import, export, property, value added or other taxes or duties assessed or imposed on Us or Our affiliates in connection with or as a result of the storage, shipping or other actions by Us taken with respect to the Media or Data; and
  3. any legal or regulatory violation, arising under the laws or regulations of any country, related to import or export of the Media or the Data.

Once AWS Import/Export or MMTP services are complete, We will return the Media to You. We may return Media to You for any reason, including upon termination of Your Account or the AWS Import/Export or MMTP service. Returned Media will be sent to Your designated shipping address. Media shipped to Us for import into or export from supported storage services in the EU (Ireland) Region must originate from and be returned to an address within the European Union. If We have an out-dated, incorrect or prohibited address for You, We will attempt to notify You and You will have thirty (30) calendar days from the date We provide notification to supply a substitute address. If You do not supply a substitute address within thirty (30) calendar days of notification, the Media will be deemed Unsuitable Media subject to disposal. We may erase Data and dispose of Media in any manner and We have no obligation to reimburse or compensate You for any loss of Media or Data due to Our disposal.

Notwithstanding anything to the contrary in these Terms of Use, You may give agents and subcontractors of Your choosing access to the private key associated with Your account solely for the purpose of (a) preparing Data for import or export using AWS Import/Export or MMTP or (b) confirming the integrity of Data imported or exported using AWS Import/Export or MMTP. You remain fully responsible for and indemnify Us for all activities undertaken by such third parties under Your account. Other than as specifically set forth in this section, all terms and conditions of these Terms of Use continue to apply to Your use of the Site.

We will not act as the importer of record for Your shipments of Media or Data. If We are importing or exporting Your shipments of Media or Data into the Asia Pacific (Singapore) Region, You will not act as the importer of record and You represent and warrant that: (a) You are not a resident of Singapore; (b) You have a business establishment or fixed establishment outside of Singapore and not in Singapore; (c) You are domiciled outside Singapore if You have no business or fixed establishment in any country; and (d) You are not registered or required to be registered for GST in Singapore.

You will notify Us if, at any time, You are using the AWS Import/Export or MMTP service to ship Media or Data into the Asia Pacific (Singapore) Region and You are not acting as the importer of record, and You become unable to make any of the above representations and warranties.

If You are not acting as the importer of record on Your shipment of Media or Data to the Asia Pacific (Singapore) Region, then the Media or Data must (i) be returned to a location outside of Singapore, (ii) be exported on an FCA basis; and (iii) You must be importer of record in the country that the Media or Data is returned to.

10.0 INDEMNITY

By using Our Site or related services, in addition to other indemnities made in favor of SKIO pursuant to these Terms of Use, You agree to indemnify, defend, and hold harmless SKIO, its successors, owners, directors, officers, employees, agents, representatives, consultants, licensors, suppliers, affiliates, shareholders, and assigns from and against any and all claims, obligations proceedings, suits, disputes, demands, liabilities, costs (including legal and accounting fees), damages, losses, expenses, and injuries arising from:

  1. any action You take or fail to take, including but not limited to torts, civil wrongs, or criminal wrongs, that You commit, facilitate, encourage, or participate in while using Our Site or related services;
  2. Your violation of these Terms;
  3. Your violation of Our Community Code of Conduct;
  4. Your violations of an applicable law or regulation;
  5. Any claim of intellectual property infringement or invasion of privacy resulting from the hosting of Your Content on this Site, and/or Your provision of such Content to other Users of this Site under any circumstances, and/or the actual use or modification of Your Content by other Users of this Site;
  6. Any activity arising from Your Account, whether or not You authorized such activity except where such unauthorized activity was made possible by the willful misconduct or negligence of SKIO;
  7. Your violations of any rights of a third party, including but not limited to the rights of other Users, and;
  8. Your misuse of this Site or related services or products.

11.0 MODIFICATIONS TO THE SITE AND THE SERVICES

We reserve the right, for any reason, in Our sole discretion, to terminate, change, suspend or discontinue any aspect of the Site, including, but not limited to, content, products, services, features, or hours of availability. We may also impose limits on certain features of the Site or restrict Your access to part or all of the Site without notice or penalty. You hereby agree that We are not liable in any respect for any harm, injury, loss, or damage You suffer as a result of the foregoing.

12.1 DMCA Notices

We respect the intellectual property rights of others and will quickly respond to any claims of copyright infringement reported on Our Site. If You find anything on this Site that You believe infringes Your copyright or the copyrights of a person You are authorized to represent, please report the alleged infringement using a Digital Millennium Copyright Act (DMCA) notice. To do so, please provide Our Copyright Agent with the following information:

  • Identification of the copyrighted work that You claim has been infringed;

  • Identification of the allegedly copyright infringing content on Our Site that You desire to have removed or disabled;

    • Include the URL that points to the allegedly copyright infringing content; or

    • Include a description of where to find the allegedly copyright infringing content;

  • Your contact information including name, address, email address, and phone number;

  • A physical or digital signature of the true copyright holder or their authorized representative;

  • A statement by You that You have a good faith belief that the use of the allegedly copyright infringing material is not authorized by the copyright owner, its agent, or the law; and

  • A statement by You that the information in the DMCA Notice is accurate, and under penalty of perjury, that You are the copyright owner or are authorized to act on behalf of the copyright owner.

SKIO will comply, in a commercially reasonable period of time, with any take-down notices as may be delivered to SKIO’s Copyright Agent (information provided below) provided that, upon SKIO receiving such notification, SKIO may request proof of copyright ownership from the copyright owner prior to complying with any such take-down notice.

Note: Address updated as of October 27th, 2017.

Email: copyright@skiomusic.com
Address: 1144 Robson Street, Vancouver, B.C., Canada
Postal Code: V6E 1B2
Attn: Copyright Act Agent
Phone Number: +1 (604) 559-7546

13.0 VIOLATION OF THESE TERMS OF USE

You agree that SKIO may, in its sole discretion and without prior notice, terminate Your access to the Site and/or block Your future access to the Site if We determine that You have violated these Terms of Use or other agreements or guidelines which may be associated with Your use of the Site. If You violate these Terms of Use, You will not be entitled to a refund of any sort, including but not limited to Subscription Fees, Deal Fees or any other payments. You acknowledge that Your failure to observe and perform Your obligations under these Terms of Use could cause irreparable harm for which damages would be an inadequate remedy, and if any such failure occurs or is threatened, SKIO will be entitled to an injunction, a restraining order, or any other equitable remedy, in each case without posting a bond or other security and without proof of actual damages. These remedies are in addition to any other remedies SKIO may have at law or in equity.

14.0 TERMINATION

We reserve the right to terminate or suspend Your Account should You violate any of these Terms or provisions of Our Privacy Policy or for any reason whatsoever in Our sole discretion acting reasonably. We also reserve the right to disallow or terminate Your ability to use any Personalized URL at any time and for any reason, in our sole discretion, including if the Personalized URL breaches these Terms or We otherwise require the use of such Personalized URL for any purpose.

You may terminate Your SKIO account anytime by logging into your account and selecting the appropriate termination options.

Notwithstanding anything to the contrary contained herein or in any other agreement between You and SKIO, SKIO assumes no responsibility for the distribution of Your User Content that may have occurred by You or other Users to other Linked Sites, or otherwise and which may continue to be displayed, distributed and used on other Linked Sites after termination of Your account. SKIO is under no obligation to delete or ask other users of Linked Sites or management of the Linked Sites to delete such User Content.

15.0 MISCELLANEOUS

15.1 Headings

The headings in these Terms are for convenience only and shall not affect their construction or interpretation.

15.2 Singulars and Plurals

Words importing the singular include the plural and vice versa.

15.3 Gender

Words importing a gender shall include all genders.

15.4 Governing Law; Dispute Resolution

The Terms and Conditions and the relationship between You and Us shall be governed by the laws of the Province of British Columbia, without regard to its conflict of law provisions. You agree that any cause of action that may arise under the Terms of Use or otherwise, between Us and You, shall be commenced and referred to arbitration before a single arbitrator within Vancouver in the Province of British Columbia, costs to be borne by each party unless the arbitrator makes an order for costs. By reading the Terms and Conditions, You acknowledge that the award of the arbitrator is final and binding.

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 Services or the Terms of Use must be filed within one (1) year after such claim or cause of action arose or be forever barred. Notwithstanding any decision made pursuant to arbitration to have a dispute referred, You agree by reading these Terms of Use to waive any right to a jury trial.

This section shall not limit Our right to seek injunctive relief against any User in any court of competent jurisdiction.

15.5 Severability

If any term or condition in these Terms of Use is found to be unenforceable, that term or condition shall be considered separate and severable from these Terms of Use and the remaining terms and conditions shall remain in force and effect without modification except where necessary.

15.6 No Waiver of Terms

SKIO’s failure or delay to exercise or enforce any provision in these Terms is not a waiver of that provision.

15.7 Assignment of Terms

SKIO may assign these Terms in part or in their entirety without Your consent. These Terms are personal to You and You may not assign Your rights or obligations under these Terms to any person or entity.

15.8 Force Majeure

SKIO shall not be liable to You for delays, failures to perform, damages, losses or destruction, or malfunction of any equipment, or any consequence thereof, caused or occasioned by, or due to fire, earthquake, flood, water, the elements, labor disputes or shortages, utility curtailments, power failures, explosions, civil disturbances, governmental actions, shortages of equipment or supplies, unavailability of transportation, acts or omissions of third parties, or any other cause beyond its reasonable control.

15.9 No Joint Venture

The entirety of Our relationship with You and vice versa is set out in these Terms and is subject to modification only by written agreement between Us and You. For further clarity, absolutely no employment, partnership, joint venture, representative, or agency relationship exists between Us and You as a result of these Terms of Use or for any other reason.

15.10 Contacting SKIO

Any requests in connection with these Terms of Use may be made via email to: info@skiomusic.com

15.11 Entire Agreement

These Terms, including the Privacy Policy, are the entire agreement between You and SKIO with regards to Your use of this Site and its products and services and supersede all prior or contemporaneous agreements between You and SKIO relating thereto.

Archive of Previous Terms