Mixcloud Limited ("Mixcloud", "we", "our" or "us"), Mixcloud 447 - 453 Hackney Road, London, E2 9DY, UK, company registration number 06710137, provides access to the Mixcloud website, at the URL www.mixcloud.com and related URLs (the "Website"), and all current and future services, software and data accessed via the Website, including the Mixcloud widgets and the Mixcloud API (the "Services"). The Website and the Services are referred to together in these Terms & Conditions as the "Platform"
These Terms & Conditions govern your use of the Platform. They apply solely to the Platform and not to any other website or any offline activities of Mixcloud (unless stated). By accessing or using the Platform (including but not limited to accepting, uploading, submitting or downloading any information or content from or to the Website and/or use of the Services) you agree to be bound by these Terms & Conditions.
1. Changes to the Platform and the Terms & Conditions
We reserve the right to add, delete or amend parts of these Terms & Conditions at our sole discretion and at any time without prior notice to you. It is important for you to refer to these Terms & Conditions from time to time to make sure that you are aware of any changes that we may have made. By continuing to use the Platform you are agreeing to be bound by the revised Terms & Conditions.
2. Description of Website and the Services
Access to the Platform currently provides users with access to the Services and further online tools and resources such as audio, personalised content, social features and targeted advertising messages. The Platform enables you to upload, share and discover audio and personalised content with all other users on the Platform. Unless otherwise stated, any new features or tools which are added to the Website and/or the Services are subject to these Terms & Conditions. It is possible that these Terms & Conditions and a separate end user licence or similar agreement may apply to a bespoke service or product offered by Mixcloud. In this case, these Terms & Conditions will also apply to any licence or similar agreement, unless stated otherwise in the relevant licence or other agreement. We may add, amend or remove any aspect of the Website and/or the Services at any time without notice. We may also impose limits on certain features and/or restrict access to parts of or all of the Platform without notice or liability to you or any third party.
In order to use the Website, you must obtain access to the Internet and pay any service fees associated with such access. In addition, you must provide all equipment necessary to make such connection to the Internet, including a computer and modem or other access device.
3. Intellectual Property Ownership and Licence
Copyrights, trademark rights, database rights, design rights and any and all other intellectual property and other rights relating to the Platform existing now or in the future (including but not limited to computer programs, source and object code, documentation, software graphics, text, images, designs, videos, animations, databases, logos, domain names, trade names and trade identities - collectively referred to as the "Content") are the property of Mixcloud, its subsidiaries, affiliates and/or licensors.
The Content does not include User Submissions (as defined below) or any other content owned by and submitted by users to the Mixcloud Platform.
Unless expressly granted in writing by Mixcloud, no rights in or to the Content except those expressly set forth within these Terms & Conditions are granted to you.
The copying, reproduction, re-arrangement, sale, leasing, renting, lending, distribution, redistribution, modification or adaptation, downloading, sideloading, exchanging, creating of derivative works, uploading, posting, transmitting, communication to the public or publication by you, directly or indirectly, of the Content, including the removal or alteration of advertising, except pursuant to the express limited grant of rights hereunder, is strictly prohibited. You agree to abide by any and all additional notices, information or restrictions in respect of the Platform contained in any part of the Website and/or Services. Exploiting any part of the Platform for a purpose that is not permitted by these Terms & Conditions is expressly prohibited without prior written permission from Mixcloud or the applicable intellectual property rights holder as identified on the Website.
Subject to your strict compliance with these Terms & Conditions, Mixcloud grants you a limited, personal, non-exclusive, non-commercial, revocable, non-assignable and non-transferable licence to:
- listen to audio streamed from the Website;
- submit or upload audio, images and other content to the Website strictly as permitted in accordance with these Terms & Conditions and any other terms posted on the Website;
- embed Mixcloud widgets on your personal website, blog or social network profile pages for non-commercial and private use only; and
- participate in the Mixcloud social features and communicate with other members of the Mixcloud community; You may not embed or otherwise exploit Mixcloud widgets for commercial gain (which includes, for example and without limitation, selling advertising on your site or otherwise monetising any element of your site which contains a Mixcloud widget). Mixcloud alone shall be responsible for determining, in its discretion, whether any use of a Mixcloud widget constitutes commercial use in each individual case.
4. Links and Third Party Content
Mixcloud or third parties may provide links on the Platform to other sites or content ("Other Sites"). Mixcloud has no control over such Other Sites or content, and therefore makes no claim or representation regarding, and expressly disclaims responsibility for, the accuracy, quality, legality, nature, availability or reliability of Other Sites or content linked to by the Platform. The Platform provides links to you only as a convenience, and the inclusion of any link on the Platform does not imply our affiliation, endorsement, or adoption of the linked site or any information therein. Access and use of Other Sites, including the information, material, products and services on Other Sites and/or available through Other Sites, is solely at your own risk. When you leave the Platform, our Terms & Conditions no longer govern. You should review applicable Terms & Conditions, including the privacy and data gathering practices, of any Other Sites.
In addition, third party advertisers or commercial partners may offer goods, services and other materials to you on the Platform. Your correspondence and business dealings with others found on or through the Platform and any terms, conditions, warranties and representations associated with such dealings, are solely between you and the relevant third party. Mixcloud will not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or the offering of such products, services, and other Content on or through the Platform. Descriptions of, or references to, products, services or publications on the Platform do not imply endorsement of that product, service or publication.
5. Our Linking and Widget Policy
You may include links to the Website or include widgets in any website under the following criteria:
- You may link to, but not replicate, the Content;
- You must not imply that Mixcloud or the Platform are endorsing or sponsoring your website or its products, unless Mixcloud has given its prior written consent;
- You must not present false information about Mixcloud or its products or services;
- You must not use any Mixcloud Content or Services except as expressly permitted in these Terms & Conditions or without prior permission from Mixcloud;
- The website must not contain content that is illegal, obscene or defamatory, or that could be construed as distasteful, offensive or controversial;
- The website must not support, endorse or encourage piracy or the unauthorised exploitation of intellectual property rights.
By linking to or embedding a widget in a third party website, you agree that you do and will continue to comply with the above linking and embedding requirements. We reserve the right to deny permission to link to the Website or embed widgets for any reason in our sole and absolute discretion.
Mixcloud widgets are designed to enable our users to share Mixcloud with their friends. You are strictly prohibited from using any of the Mixcloud widgets for any form of commercial use, unless with prior written consent from Mixcloud.
If you are the operator of a commercial website and would like to include Mixcloud widgets in your website, or if you would like to use the widgets for commercial purposes, please contact us by emailing email@example.com.
Mixcloud reserves the right to remove links or to block Mixcloud widgets at any time and for any reason in its absolute discretion.
6. Prohibited Uses
- As a condition of your use of the Platform, you will not use the Platform for any purpose that is unlawful or prohibited by these Terms & Conditions. Access to the Platform from territories where their access or use thereof is illegal is strictly prohibited. You are responsible for complying with all local rules, laws, and regulations including, without limitation, rules about intellectual property rights, the Internet, technology, data, electronic mail, or privacy. You further agree not to engage in the unauthorized sharing of sound recordings with other users of the Mixcloud Platform, including, but not limited to, the sharing of some or all of the individual sound recordings embodied in any audio content available on the Mixcloud Platform, or the individual sound recordings comprising a piece of audio content.
- Any use by you of the Platform other than for private, non-commercial use is strictly prohibited. You agree not to reproduce, duplicate, copy, sell, trade, resell, distribute or exploit, any portion of the Platform, use of the Platform, access to the Platform, or Content obtained or available through the Platform, for any purpose other than for your personal, private, non-commercial purposes.
- You agree not to defame, harass, abuse, threaten, stalk or defraud users of the Platform, or collect, or attempt to collect, personal information about users or third parties without their consent.
- You agree not to intentionally interfere with or damage, impair or disable the operation of the Platform or any user’s enjoyment of it, by any means, including but not limited to uploading or otherwise disseminating viruses, worms, spyware, adware or other malicious code.
- You agree not to remove, circumvent, disable, damage or otherwise interfere with any security-related features of the Platform, including but not limited to any features that prevent or restrict the use or copying of any content accessible through the Platform, or features that enforce limitations on the use of the Platform.
- You agree not to attempt to gain unauthorized access to the Platform, or any part of it, other accounts, computer systems or networks connected to the Platform, or any part of it, through hacking, password mining or any other means or interfere or attempt to interfere with the proper working of the Platform or any activities conducted on the Platform.
- You agree not to obtain or attempt to obtain any materials or information through any means not intentionally made available through the Platform. You agree neither to modify the Platform in any manner or form, nor to use modified versions of the Platform, including, without limitation, for the purpose of obtaining unauthorized access to the Platform.
- You agree that you will not use any robot, spider, scraper, or other automated means to access the Platform for any purpose without our express written permission or bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Platform.
- You agree not to utilize framing techniques to enclose any trademark, logo, or other Content without our express written consent. You agree not to use any meta tags or any other "hidden text" utilizing Mixcloud’s name or trademarks without our express written consent.
- You agree not to use copyrighted music videos or copyrighted images that you do not have the rights for within any visual live streams. You agree not to utilize framing techniques to enclose any trademark, or logo within any visual live streams that you do not have the rights for.
- You will promptly remove any links that Mixcloud finds objectionable in its sole discretion. You agree not to use any Mixcloud logos, graphics, or trademarks as part of the link without our express consent.
- You agree not to make unsolicited offers, advertisements, proposals, or send junk mail or spam to other users of the Platform. This includes, but is not limited to, unsolicited advertising, promotional materials or other solicitation material, bulk mailing of commercial advertising, chain mail, informational announcements, charity requests, and petitions for signatures.
- You agree not to reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Platform or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.
- You agree not to modify, adapt, translate or create derivative works based upon the Platform or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.
- You agree not to remove, circumvent, disable, damage or otherwise interfere with any security-related features of the Mixcloud Platform, features that prevent or restrict the use or copying of any content accessible through the Mixcloud Platform, or features that enforce limitations on the use of the Mixcloud Platform. The Mixcloud Platform contains programming limitations that are enforced through technical measures adopted by Mixcloud, and any efforts to disable or defeat those efforts for the purpose of violating any provisions of the statutory licenses set forth in Sections 112 and 114 of the U.S. Copyright Act is strictly prohibited.
- Programming Limitations. By using the Mixcloud Platform, you agree to the following programming limitations, noncompliance with which will result in Mixcloud’s removal of applicable content from public access and commencement of steps under its Repeat Infringer Policy, including terminating your right to use the Mixcloud Platform: (a) No more than 3 songs from one album (and no more than 2 consecutively), (b) No more than 4 songs from one recording artist (and no more than 3 consecutively), (c) No more than 4 songs from one compilation (and no more than 3 consecutively). All tracklist names, titles and metadata must be accurately identified, and you may not deliberately seek to misidentify any such information. Only songs that have been lawfully disseminated under the authority of the copyright owner may be included in a upload. In addition song names may not be included in the title or description of content, whether on the Mixcloud Platform or on third party websites
- You represent, warrant and agree that you will comply with the above acceptable use requirements. Mixcloud reserves the right, in its sole discretion, to terminate any user’s account or take such other action as Mixcloud sees fit in relation to any user who partakes in any of Mixcloud’s prohibited uses or in breach of any of the other terms set forth herein. In extreme cases or as required by law or regulation, Mixcloud reserves the right to take court action and/or report users to the relevant authorities.
7. User Accounts, Additional Terms, End User License Agreements
Who Can Use Mixcloud: We want our Service to be as open and inclusive as possible, but we also want it to be safe, secure, and in accordance with the law. So, we need you to commit to a few restrictions in order to be part of the Mixcloud community.
- You must be at least 13 years old.
- enforce these Terms & Conditions;
- You must not be prohibited from receiving any aspect of our Service under applicable laws or engaging in payments related Services if you are on an applicable denied party listing.
- We must not have previously disabled your account for violation of law or any of our policies.
- You must not be a convicted sex offender.
In order to access some features of the Platform, you will have to create an account. You agree that the information you provide to Mixcloud upon registration and, at all other times, will be true, accurate, current, and complete. You also agree that you will ensure that this information is kept accurate and up-to-date at all times. You acknowledge, consent and agree that Mixcloud may access, preserve and disclose your account information if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to:
- comply with legal processes;
- enforce these Terms & Conditions;
- respond to a claim that any information submitted by a user violates the rights of third parties;
- respond to your requests for customer service; or
- protect the rights, property or personal safety of Mixcloud, its users and the public.
In some instances, these Terms & Conditions and separate end user licence agreements or terms & conditions that set forth additional conditions may apply to Services or products offered via the Website. To the extent there is a conflict between these Terms & Conditions and the terms of any applicable end user licence or similar agreement, the end user licence or similar agreement will apply, unless the additional conditions expressly state that these Terms & Conditions apply. In cases where there are no additional terms or conditions stated for any such registrations, services or products, these Terms & Conditions will apply.
When you register for a user account you will be asked to provide a username and a password. As you will be responsible for all activities that occur under your username and/or password, you should keep your password confidential. You are solely responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. If you have reason to believe that your user account is no longer secure (for example, in the event of a loss, theft or unauthorized disclosure or use of your account ID or password), you will immediately notify Mixcloud. You may be liable for the losses incurred by Mixcloud or others due to any unauthorized use of your account.
Mixcloud may decide to run competitions, promotions, prize draws and other opportunities on the Website and these will be governed by a separate set of terms and conditions. These terms and conditions can be found below, unless otherwise stated on the specific competition page. It is your responsibility to read those terms and conditions for details about the terms that shall apply and any eligibility requirements.
9.1 Competition terms
- From time to time Mixcloud will hold competitions on the Platform.
- By entering one or all of the competitions you agree to be bound by these terms and conditions.
- Details of how to enter, who the competition is open to and the deadline shall be found on the competition page itself.
- All entrants must be over the age of 18, unless otherwise stated.
- All entries must be received by the deadline date which can be found on the respective competition page.
- Each entrant irrevocably grants to Mixcloud and its associated companies the exclusive, non-transferable, worldwide and free of charge and of royalty, rights to use, develop, adapt and market all or any of the User Submissions submitted by the entrant in the competition.
- There shall be no purchase necessary for any of our competitions unless otherwise stated on the competition page.
- Each entrant consents to Mixcloud the right to pass on the entrant’s name and email address to the third party competition partners (whose names are stated on the competition page).
- All winners shall be notified by email (unless otherwise stated) at our discretion following the deadline date. The adjudicator’s decision is final.
- All prizes described for each competition will be those available as at the date of publication. However any prizes which are donated by third parties are subject to those third parties honouring their prize and shall be subject to the third party’s terms and conditions.
- Prizes are non transferable unless stated on the competition page and there shall be no cash alternatives.
- Winners may be required to participate in publicity with either Mixcloud or the third party prize donors or both.
Mixcloud accepts no liability for:
- any loss of prizes including but not limited to any occurrence beyond our control;
- any lost, late, misdirected, illegible or inaudible entry;
- any third party prize donor not honouring their prize; or
- any technical, network,
- electronic, computer, hardware or software malfunctions of any kind, or inaccurate transmission of or failure to receive any entry or information by Mixcloud on account of including but not limited to technical problems or traffic congestion on the Internet or any combination.
- We reserve the right to terminate or modify any or all of the competitions at any time and at our sole discretion.
- By entering any or all of the competitions you agree to be bound by these terms and conditions.
10. Copyrights and Copyright Agents
Mixcloud aims to respect the intellectual property rights of others. If you believe that your work (or the work of a third party on whose behalf you are entitled to act) has been copied, used, or made available on or through the Mixcloud Website in a way that constitutes copyright infringement of your intellectual property, please provide our copyright agent with a copyright infringement notice ("Notice") which should include the following written information:
- a statement that you have identified material on the Website which infringes your copyright (or infringes the copyright of a third party on whose behalf you are entitled to act, if applicable);
- identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single Notice, a representative list of such works at that site;
- identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Mixcloud to locate the material (e.g. a URL and/or screen shot);
- your full name, email address, postal address and telephone number on which you can be contacted;
- a statement by you that you have a good-faith belief that use of the material in the manner complained of is not authorised by the copyright owner, its agent, or the law;
- a statement by you that the information in the Notice is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of the exclusive right that is allegedly infringed; and
- a physical or electronic signature (which may be a scanned copy) of a person authorized to act on behalf of owner of the work that is allegedly infringed.
Mixcloud’s agent for notice of claims of copyright infringement on or regarding the Website can be reached as follows:
By mail:For: Copyright Agent,
447 - 453 Hackney Road
If you are unsure about your rights in respect of material, or whether there has been an infringement of your rights, we suggest you take legal advice before sending a Notice to Mixcloud.
11. User Submissions
The Platform permits the submission and posting or linking of audio, images, commentary or any other content submitted by you and other users ("User Submissions"), and the hosting, sharing, and/or publishing of such User Submissions. User Submissions are displayed for entertainment and informational purposes only and are not controlled by Mixcloud. Mixcloud makes no representations that it will publish or use your User Submissions in any way and may or may not use your User Submissions in its sole discretion. You understand that whether or not such User Submissions are published, Mixcloud does not guarantee any confidentiality with respect to any User Submissions.
2. Grant of Rights
You shall retain all of your ownership rights in your User Submissions. However, by submitting User Submissions to Mixcloud, you hereby grant Mixcloud and its affiliates a non-exclusive, fully paid-up, royalty-free, perpetual, irrevocable, sublicenseable, and transferable license, throughout the universe, to use, reproduce, distribute, modify, adapt, prepare derivative works of, display, perform, and otherwise exploit your User Submissions in connection with the Mixcloud Platform, including, without limitation, for promoting and redistributing part or all of the Platform (and derivative works thereof) in any media formats and through any media channels. You hereby grant Mixcloud and its affiliates and sublicensees the right to use the name that you submit in connection with such User Submission if they choose to do so. You hereby irrevocably waive (and cause to be waived) any claims and assertions of moral rights or attribution with respect to your User Submissions. You also hereby grant to each user of the Platform a non-exclusive license to access your User Submissions through the Platform, and to use, reproduce, distribute, prepare derivative works of, display, and perform such User Submissions as permitted by the functionality of the Platform and these Terms & Conditions.
3. User Submissions Representations and Warranties
You shall be solely responsible for your own User Submissions and the consequences of posting or publishing them. In connection with User Submissions, you affirm, represent, and/or warrant that: (i) you own, or have the necessary licenses, rights, consents, and permissions to use and authorize Mixcloud to use all patent, trademark, copyright, or other proprietary rights in and to any and all User Submissions to enable inclusion and use of User Submissions in the manner contemplated by Mixcloud and these Terms & Conditions and to grant the rights and license set forth above, and (ii) your User Submissions, Mixcloud’s use of such User Submissions pursuant to these Terms , and Mixcloud’s exercise of the license rights set forth above, do not and will not: (a) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (b) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (c) violate any applicable law or regulation.
4. User Submissions Prohibited Uses
In connection with your User Submissions, you further agree that you will not: (i) publish misrepresentations that could damage Mixcloud or any third party; (ii) submit material that is unlawful, defamatory, libellous, slanderous, threatening, pornographic, obscene, vulgar, harassing, harmful, hateful, abusive, racially or ethnically offensive or is otherwise inappropriate; (iii) post advertisements or solicitations of business; (v) impersonate another person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity; or (v) post User Submissions that would be harmful to minors in any manner.
In any case of violation of any of the above user submission rules and requirements or as required by law or regulation, Mixcloud reserves the right to take court action and/or report users to the relevant authorities, for instance but not limited to when a user submission becomes subject of a copyright infringement note.
1. Audio Content
Mixcloud allows you to upload a collection of sound recordings that have been released to the public under the authority of the copyright owners of the sound recordings (the "Audio Content"), and then have that Audio Content streamed through the Mixcloud Platform.You hereby represent and warrant that you have the necessary licenses, rights, consents, and permissions to use and authorize Mixcloud to reproduce, publicly perform, and otherwise use Audio Content uploaded by you in the manner outlined by Mixcloud and these Terms. You further represent and warrant that you have taken no steps, either directly or indirectly, to intentionally defeat any technological measures implemented by Mixcloud to ensure the compliance with any laws or regulations, including, but not limited to, limitations set forth in Sections 112 and 114 of the United States Copyright Act.
2. Audio Content Representations and Warranties
You hereby represent and warrant that when using the Mixcloud Platform for audio streaming, you will not interfere with the streaming mechanism of the Mixcloud Platform, including in any way that interferes with the ability of the Mixcloud Platform to comply with Sections 112 and 114 of the United States Copyright Act, the regulations adopted pursuant thereto or other provisions of the copyright laws of the United States or any other applicable laws and regulations of jurisdictions in which you may be resident. You further represent and warrant that any Audio Content uploaded by you onto the Mixcloud Platform (a) will include the complete and correct titles of the sound recordings (i.e., song names), and featured recording artist names (b) you have not and will not misidentify any metadata for any Audio Content uploaded by you or any other person to the Mixcloud Platform; (c) any Audio Content uploaded by you to the Mixcloud Platform is from a lawfully obtained phonorecord and not from any illegally acquired content, including any content downloaded from unauthorized or illegal peer-to-peer file sharing services; and (d) the Audio Content uploaded to the Mixcloud Platform has been publicly released in the United States under the consent of the copyright owner of the Audio Content (e.g., the Audio Content is not from a bootleg recording or unauthorized remix or recording).
3. Content disclaimer
You understand that when using the Mixcloud Platform, you will be exposed to User Submissions and other content (such User Submissions and other content, collectively known as "Content") from a variety of sources, and that Mixcloud is not responsible for the accuracy, integrity, quality, legality, usefulness, safety, or intellectual property rights of or relating to such Content. You further understand and acknowledge that you may be exposed to Content that is inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Mixcloud with respect thereto. Mixcloud does not endorse any User Submission or other Content or any opinion, recommendation, or advice expressed therein. Under no circumstances will Mixcloud be liable in any way for or in connection with any User Submissions or other Content, including, but not limited to, for any inaccuracies, errors or omissions in any Content, any intellectual property infringement with regard to any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, electronically mailed or otherwise displayed or transmitted through the Mixcloud Platform.
4. Monitoring Users and Content
You understand that all Content is the sole responsibility of the person from whom such Content originated. This means that you, and not Mixcloud, are entirely responsible for all User Submissions that you upload, post, e-mail, transmit or otherwise make available through the Mixcloud Platform. Mixcloud does not control the Content posted by Users or otherwise made available by other persons and does not have any obligation to monitor such Content for any purpose. If at any time, Mixcloud chooses, in its sole discretion, to monitor Content, Mixcloud nonetheless assumes no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of the User submitting any such Content. You acknowledge that Mixcloud may or may not pre-screen User Submissions, but that Mixcloud and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, refuse, or remove any User Submission that is available via the Mixcloud Platform. Without limiting the foregoing, Mixcloud and its designees may, at any time and without prior notice, remove any User Submission that in the sole judgment of Mixcloud violates these Terms or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with the use of any User Submissions or other Content, including any reliance on the accuracy, completeness, usefulness or legality of such User Submission or other Content.
5. Removal of Content
Mixcloud, its affiliates and other designees shall have the right (but not the obligation) to refuse or remove any Content that is available on the Platform, in whole or in part, at any time for any reason or no reason, with or without notice and with no liability of any kind.
13. Disclaimer of Warranties
THE PLATFORM, INCLUDING, WITHOUT LIMITATION, ALL CONTENT, SOFTWARE, AND FUNCTIONS MADE AVAILABLE ON OR ACCESSED THROUGH OR SENT FROM THE WEBSITE, ARE PROVIDED "AS IS," "AS AVAILABLE, " AND "WITH ALL FAULTS." TO THE FULLEST EXTENT PERMISSIBLE BY LAW, MIXCLOUD AND ITS AFFILIATES MAKE NO REPRESENTATION OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER (EXPRESS OR IMPLIED) ABOUT: (A) THE PLATFORM; (B) THE CONTENT AND SOFTWARE ON AND PROVIDED THROUGH THE PLATFORM; (C) THE FUNCTIONS MADE ACCESSIBLE ON OR ACCESSED THROUGH THE PLATFORM; (D) THE MESSAGES, CONTENT AND INFORMATION SENT FROM OR THROUGH THE PLATFORM BY USERS; (E) ANY PRODUCTS OR SERVICES OFFERED VIA THE WEBSITE OR HYPERTEXT LINKS TO THIRD PARTIES; AND/OR (F) THE TREATMENT OF ANY INFORMATION, CONTENT, MATERIAL OR DATA TRANSMITTED BY USERS TO THE PLATFORM; (G) SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE PLATFORM OR ANY LINKED SITE. MIXCLOUD DOES NOT WARRANT THAT THE PLATFORM, ANY OF THE PLATFORM'S FUNCTIONS OR ANY CONTENT CONTAINED THEREIN WILL BE UNINTERRUPTED OR ERROR-FREE; THAT DEFECTS WILL BE CORRECTED; OR THAT THE PLATFORM OR THE SERVERS THAT MAKE THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
MIXCLOUD DOES NOT WARRANT THAT YOUR ACTIVITIES IN CONNECTION WITH OR USE OF THE PLATFORM ARE LAWFUL IN ANY PARTICULAR JURISDICTION AND, IN ANY EVENT, MIXCLOUD SPECIFICALLY DISCLAIMS SUCH WARRANTIES TO THE FULLEST EXTENT PERMITTED BY LAW. YOU UNDERSTAND THAT BY USING ANY OF THE FEATURES OF THE PLATFORM, YOU ACT AT YOUR OWN RISK, AND YOU REPRESENT AND WARRANT THAT YOUR ACCESS AND ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE WEBSITE, THE SERVICES OR THE CONTENT. FURTHER, MIXCLOUD AND ITS SUBSIDIARIES AND AFFILIATES DISCLAIM, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY EXPRESS OR IMPLIED WARRANTIES INCLUDING, WITHOUT LIMITATION, NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND TITLE.
MIXCLOUD, ITS SUBSIDIARIES OR AFFILIATES OR THE DIRECTORS, OFFICERS, EMPLOYEES, OR ANY OTHER REPRESENTATIVES OF EACH OF THEM (COLLECTIVELY, THE "MIXCLOUD ENTITIES AND INDIVIDUALS") SHALL NOT BE LIABLE IN ANY EVENT FOR THE USE OF THE PLATFORM OR ANY OTHER SERVICES, INCLUDING, WITHOUT LIMITATION, THE CONTENT AND ANY ERRORS CONTAINED THEREIN. WHERE ANY JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES AS SET OUT ABOVE, THE DISCLAIMER MAY NOT APPLY TO THE EXTENT THE LAW OF SUCH JURISDICTION IS APPLICABLE TO THIS AGREEMENT. YOU AGREE THAT YOUR USE OF THE PLATFORM IS ENTIRELY AT YOUR OWN RISK.
14. Disclaimers/Limitation of Liability
WITHOUT LIMITATION OF ANYTHING ELSE SET FORTH IN THESE TERMS & CONDITIONS, YOU UNDERSTAND AND AGREE THAT MIXCLOUD FURTHER LIMITS ITS LIABILITY IN CONNECTION WITH YOUR USE OF THE PLATFORM AS SET FORTH BELOW: UNDER NO CIRCUMSTANCES SHALL MIXCLOUD, ITS SUBSIDIARIES, OR AFFILIATES OR THE DIRECTORS, OFFICERS, EMPLOYEES, OR ANY OTHER REPRESENTATIVES OF EACH OF THEM (COLLECTIVELY, THE "MIXCLOUD ENTITIES AND INDIVIDUALS") BE LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, FOR ANY SPECIAL, DIRECT, INDIRECT, INCIDENTAL, EXEMPLARY, ECONOMIC, PUNITIVE, OR CONSEQUENTIAL DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO (1) THE PLATFORM, THE CONTENT, OR YOUR USER SUBMISSIONS; (2) THE USE OF, INABILITY TO USE, OR PERFORMANCE OF THE PLATFORM OR ANY OF THE CONTENT OR FEATURES THEREON; (3) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY MIXCLOUD OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR USE OF THE PLATFORM OR CONTENT; (4) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OWNERS AND/OR COPYRIGHT INFRINGEMENT; (5) ANY ERRORS OR OMISSIONS IN THE PLATFORM’S TECHNICAL OPERATION, EVEN IF FORESEEABLE OR EVEN IF THE MIXCLOUD ENTITIES AND INDIVIDUALS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, STRICT LIABILITY TORT (INCLUDING, WITHOUT LIMITATION, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION OF THE PLATFORM). NOTHING IN THESE TERMS & CONDITIONS LIMITS OR EXCLUDES MIXCLOUD’S LIABILITY FOR: (A) DEATH OR PERSONAL INJURY CAUSED BY ITS PROVEN NEGLIGENCE; (B) THE TORT OF DECEIT; OR (C) ANY LIABILITY WHICH CANNOT BE LIMITED OR EXCLUDED BY LAW.
IF ANY OF THESE TERMS & CONDITIONS ARE DETERMINED TO BE ILLEGAL, INVALID OR OTHERWISE UNENFORCEABLE BY REASON OF THE LAWS OF ANY STATE OR COUNTRY IN WHICH THESE TERMS & CONDITIONS ARE INTENDED TO BE EFFECTIVE, THEN TO THE EXTENT AND WITHIN THE JURISDICTION IN WHICH THAT TERM IS ILLEGAL, INVALID OR UNENFORCEABLE, IT SHALL BE SEVERED AND DELETED FROM THESE TERMS & CONDITIONS AND THE REMAINING TERMS SHALL SURVIVE AND CONTINUE TO BE BINDING AND ENFORCEABLE.
THE MIXCLOUD ENTITIES AND INDIVIDUALS ARE NOT RESPONSIBLE FOR ANY DAMAGE TO ANY USER’S COMPUTER, HARDWARE, COMPUTER SOFTWARE, OR OTHER EQUIPMENT OR TECHNOLOGY INCLUDING, WITHOUT LIMITATION, DAMAGE FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING, FRAUD, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION. YOUR ACCESS TO AND USE OF THIS THE PLATFORM IS AT YOUR RISK. IF YOU ARE DISSATISFIED WITH THE PLATFORM OR ANY OF THE CONTENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE PLATFORM OR THE CONTENT. YOU RECOGNISE AND CONFIRM THAT IN THE EVENT YOU INCUR ANY DAMAGES, LOSSES OR INJURIES THAT ARISE OUT OF MIXCLOUD’S ACTS OR OMISSIONS, THE DAMAGES, IF ANY, CAUSED TO YOU ARE NOT IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION PREVENTING ANY EXPLOITATION OF ANY WEB SITE, PROPERTY, PRODUCT, PROGRAM, TELEVISION SHOW, MOTION PICTURE OR OTHER AUDIO/VISUAL CONTENT OWNED OR CONTROLLED BY MIXCLOUD AND/OR ITS SUBSIDIARIES, AND/OR AFFILIATES OR YOUR USER SUBMISSIONS, AND YOU WILL HAVE NO RIGHTS TO ENJOIN OR RESTRAIN THE DEVELOPMENT, PRODUCTION, DISTRIBUTION, ADVERTISING, EXHIBITION OR EXPLOITATION OF ANY MIXCLOUD WEB SITE, SERVICES, PLATFORM, PRODUCT, PROGRAM, TELEVISION SHOW, MOTION PICTURE OR OTHER AUDIO/VISUAL CONTENT OR YOUR USER SUBMISSIONS OR ANY AND ALL ACTIVITIES OR ACTIONS RELATED THERETO.
You agree to indemnify, hold harmless, and keep Mixcloud, its subsidiaries and affiliates, and their respective owners, officers, managers, members, agents and employees, fully and effectively indemnified with respect to any and all costs, claims, demands, investigations, liabilities, losses, damages, judgments, settlements, costs and expenses, including attorneys’ fees arising out of or in connection with these Terms & Conditions, including, without limitation: (a) your use of the Platform; (b) your violation of these Terms & Conditions or any law, rule or regulation; (c) your use of the Content; or (d) your placement or transmission of any of your User Submissions or any other content or materials on or through the Platform. You will cooperate as fully and reasonably as required by Mixcloud in the defence of any claim. Notwithstanding the foregoing, Mixcloud retains the exclusive right to settle, compromise and pay any and all claims, demands, proceedings, suits, actions or causes of actions which are brought against Mixcloud herein under the terms and provisions of this Section 15 and in no event shall you settle any such claim without Mixcloud's prior written approval.
16. Governing Law
These Terms & Conditions and the interpretation of these Terms & Conditions shall be governed by and construed in accordance with the laws of England.
Unless otherwise stated, any other rules, restrictions, guidelines and terms and conditions that may be posted or made available in connection with a particular feature on the Website or Service are incorporated by this reference into these Terms & Conditions.
You are solely responsible for compliance with applicable laws, rules, and regulations in connection with your use of the Platform and the Content, including, without limitation, those governing your transmission or use of any software or data.
These Terms & Conditions and any applicable end user licence or similar agreements contain the sole and entire agreement between Mixcloud and its users with respect to the Platform, the Content and User Submissions and supersedes any and all other prior written or oral agreements between Mixcloud and its users. If any provision of these Terms & Conditions shall be held invalid or unenforceable by any court of competent jurisdiction or as a result of future legislative action, such holding or action shall be strictly construed and shall not affect the validity or effect of any other provision of these Terms & Conditions. No waiver on the part of Mixcloud of any of these Terms & Conditions will be of any force or effect unless made in writing and signed by a duly authorized officer of Mixcloud. Nothing in these Terms & Conditions are intended to confer on any third party (whether referred to in the Terms & Conditions by name, class, description or otherwise) any benefit or any right under any legislation in any country to enforce any provisions of these Terms & Conditions.
You understand and agree that Mixcloud will determine your compliance with these Terms & Conditions in its sole discretion. Mixcloud reserves the right to restrict, suspend, deny or terminate access to all or part of the Website or any Service and to deny access to any person in its sole discretion without notice or liability of any kind. Mixcloud maintains a policy that provides for the termination in appropriate circumstances of the Website use privileges of users who are repeat infringers of intellectual property rights and/or any other breaches of any of these Terms & Conditions. Any violation of these Terms & Conditions may be referred to law enforcement authorities. Upon termination of your user account or access to the Web Site, or upon demand by Mixcloud, you must destroy all materials obtained from the Platform and all related documentation.
20. Inactive account policy
We encourage users to actively log in and use Mixcloud when they register an account. To keep your account active, be sure to log in and listen or upload a piece of audio content at least every 6 months. Accounts may be permanently disabled due to prolonged inactivity (based on a combination of listening, uploading, logging in, and the date an account was created). Please note that you may not be able to tell whether an account is currently inactive, as not all signs of account activity are publicly visible.