Terms of Service

Welcome to ufxloops, a service provided by ufxmedia UG (haftungsbeschränkt) ("ufxmedia", "we" "our", or "us"). These Terms of Service govern your use of ufxloops.com and subdomains (together, the "Website"), and all related applications, data, software, APIs and other services provided by ufxmedia (the "Services", the "Community Services"). These Terms of Service, together with our Privacy Policy, Cookies Policy, Community Guideline and any other terms specifically referred to in any of those documents, constitute a legally binding agreement (the "Agreement") between you and ufxmedia in relation to your use of the Website and Services (together, the "Platform").

These Terms of Service may be updated from time to time. Non-material changes and clarifications will take effect immediately, and material changes will take effect within 30 days of their posting on this website. Where the changes are material, we may also choose to email all our registered users with the new details and it is within our sole discretion whether or not we choose to do so. The date of the most recent revisions will also appear on the bottom of this page.
If you do not agree to any of the provisions set out in those documents, or if you do not agree to any changes of these terms of service we make in the future, please do not use ufxloops or any of its Community Services. By accessing or using the Platform, registering an account, or by viewing, accessing, streaming, uploading or downloading any information or content from or to the Platform, you represent and warrant that you have read and understood the Terms of Service, Privacy Policy, Cookies Policy and Community Guideline, will abide by them, and that you are either 18 years of age or more, or you are 13 years of age or more and have your parent(s)' or legal guardian(s)' permission to use the Platform.

Our Platform

The platform offers a hosting service where registered users may submit, upload and post audio, text, images, comments, ratings and other content, data or information ("Content"), which will be stored on our servers at the direction of such registered users. The content is shared by such users and may be viewed, listened to, and downloaded by other registered users, via the uFXloops App or via the services provided by our Website.

ufxmedia may apply a service fee to the offering of audio-related downloads which is displayed as a price in Coins ("Coins", "Community Coins"). Coins can be purchased via the ufxloops App (In-App-Buys), or they can be obtained via promotions and other incentives, that ufxmedia may offer from time to time. Users have no obligation to purchase Coins. Further, Coins are non-refundable and non-transferrable to others.
Uploaders obtain a commission as a percentage of Coins charged for each download of one of their uploads. Earned Coins can be used for subsequent usages of ufxloops services (e.g. Downloads). We may, from time to time, offer other incentives for uploaders who have earned a substantial amount of Coins for the Download of their authored content.

We may, from time to time, release new tools and resources on the Website, release new versions of our Apps, or introduce other services and/or features for the Platform. Any new services and features will be subject to these Terms of Service as well as any additional terms of service that we may release for those specific services or features.


Your ufxloops Account

You are not obliged to register to use the Platform. However, access to our Community Services is only available to registered users. When you register to use the Platform, you will provide us with your email address, and will choose a username and password for your account. You must ensure that the email address that you provide is, and remains, valid. Your email address and any other information you chose to provide about yourself will be treated in accordance with our Privacy Policy. You are solely responsible for maintaining the confidentiality and security of your username and password, and you will remain responsible for all use of your username and password, and all activity emanating from your account, whether or not such activity was authorized by you. If your username or password is lost or stolen, or if you believe that your account has been accessed by unauthorized third parties, you are advised to change your password at the earliest possible opportunity. We reserve the right to disallow, cancel, remove or reassign certain usernames in appropriate circumstances, as determined by us in our sole discretion, and may, with or without prior notice, suspend or terminate your account if activities occur on that account which, in our sole discretion, would or might constitute a violation of these Terms of Service or our Community Guideline, or an infringement or violation of the rights of any third party, or of any applicable laws or regulations. You may terminate your account at any time as described in the Termination section below.


Your Usage of the Platform

Subject to your strict compliance with these Terms of Service and our Community Guideline, ufxmedia grants you a limited, personal, non-exclusive, revocable, non-assignable and non-transferable right and license to use the Platform in order to view Content uploaded and posted to the Website, to listen to audio Content streamed from the Platform and to share and download audio Content using the features of the Platform. In addition, if you register to use the Platform, and subject to your strict compliance with these Terms of Service and our Community Guideline, ufxmedia grants you a limited, personal, non-exclusive, revocable, non-assignable and non-transferable right and license to:

(1) submit, upload or post Content to the Platform strictly as permitted in accordance with these Terms of Service and any other applicable terms posted on the Website from time to time

(2) participate in the community areas and communicate with other members of the ufxloops community strictly in accordance with these Terms of Service and our Community Guideline.

The above licences are conditional upon your strict compliance with these Terms of Service and our Community Guideline, including, without limitation, the following:

Content Submissions
You must not use the Platform to upload, post, store, transmit, display, copy, distribute, promote, make available or otherwise communicate to the public:
  • any Content that is offensive, abusive, libellous, defamatory, obscene, racist, sexually explicit, ethnically or culturally offensive, indecent, that promotes violence, terrorism, or illegal acts, incites hatred on grounds of race, gender, religion or sexual orientation, or is otherwise objectionable in ufxmedia's reasonable discretion;
  • any information, Content or other material that violates, plagiarises, misappropriates or infringes the rights of third parties including, without limitation, copyright, trademark rights, rights of privacy or publicity, confidential information or any other right; or
  • any Content that violates, breaches or is contrary to any law, rule, regulation, court order or is otherwise is illegal or unlawful in ufxmedia?s reasonable opinion;
  • any material of any kind that contains any virus, Trojan horse, spyware, adware, malware, bot, time bomb, worm, or other harmful or malicious component, which or might overburden, impair or disrupt the Platform or servers or networks forming part of, or connected to, the Platform, or which does or might restrict or inhibit any other user's use and enjoyment of the Platform; or
  • any unsolicited or unauthorised advertising, promotional messages, spam or any other form of solicitation.


(1) Usage of Platform content. You must not use any Content (other than Your Content) in any way that is designed to create a separate content service or that replicates any part of the Platform offering. Commercial Use of the Content for Your own Music Production depends on the restrictions of the respective licenses provided by their original authors and it is your obligation to validate and adhere to these licenses.

(2) No Data Harvesting or Mining. You may not perform or cause to be performed any automated system, including but not limited to "robots", "spiders", "offline browsers" or any other data harvesting activity or screen scraping, nor may you cause more requests to be made of the Service than could reasonably be made by a human manually operating a web browser.

(3) No Unsolicited Mailing or Marketing. You may not post, upload, email or otherwise transmit to or otherwise cause ufxmedia to email, transmit or otherwise distribute chain letters, surveys or studies, solicitations, junk mail, pyramid schemes, incentives (monetary or click-based), spimming or spamming, or bulk communications of any kind, whether or not for commercial or non-commercial purposes.

(4) No Manipulation. You must not, and must not permit any third party to, copy or adapt the object code of the Website or any of the Apps or Services, or reverse engineer, reverse assemble, decompile, modify or attempt to discover any source or object code of any part of the Platform, or circumvent or attempt to circumvent or copy any copy protection mechanism or access any rights management information pertaining to Content other than Your Content.

(5) You must not commit or engage in, or encourage, induce, solicit or promote, any conduct that would constitute a criminal offence, give rise to civil liability or otherwise violate any law or regulation.

(6) You must not rent, sell or lease access to the Platform, or any Content on the Platform.

(7) You must not deliberately impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity, for example, by registering an account in the name of another person or company, or sending messages or making comments using the name of another person.

(8) You must not stalk, exploit, threaten, abuse or otherwise harass another user, or any ufxmedia employee.

(9) You must not use or attempt to use another person's account, password, or other information, unless you have express permission from that other person.

(10) You must not sell or transfer, or offer to sell or transfer, any ufxloops account to any third party without the prior written approval of ufxmedia.

(11) You must not violate, circumvent or attempt to violate or circumvent any data security measures employed by ufxmedia or any Uploader; access or attempt to access data or materials which are not intended for your use; log into, or attempt to log into, a server or account which you are not authorized to access; attempt to scan or test the vulnerability of ufxmedia's servers, system or network or attempt to breach ufxmedia's data security or authentication procedures; attempt to interfere with the Website or the Services by any means including, without limitation, hacking ufxmedia's servers or systems, submitting a virus, overloading, mail-bombing or crashing. Without limitation to any other rights or remedies of ufxmedia under these Terms of Service, ufxmedia reserves the right to investigate any situation that appears to involve any of the above, and may report such matters to, and co-operate with, appropriate law enforcement authorities in prosecuting any users who have participated in any such violations.

You agree to comply with the above conditions, and acknowledge and agree that ufxmedia has the right, in its sole discretion, to terminate your account or take such other action as we see fit if you breach any of the above conditions or any of the other terms of these Terms of Service. This may include taking court action and/or reporting offending users to the relevant authorities.

Your Content

Any and all audio, and other multimedia content, data or information that you upload, store, transmit, submit, exchange or make available to or via the Platform (hereinafter "Your Content") is generated, owned and controlled solely by you, and not by ufxmedia.
ufxmedia does not claim any ownership rights in Your Content, and you hereby expressly acknowledge and agree that Your Content remains your sole responsibility.
Without prejudice to the conditions set forth in Your Use of the Platform you must not upload, store, distribute, send, transmit, display, perform, make available or otherwise communicate to the public any Content to which you do not hold the necessary rights. In particular, any unauthorized use of copyright protected material within Your Content (including by way of reproduction, distribution, modification, adaptation, public display, public performance, preparation of derivative works, making available or otherwise communicating to the public via the Platform) may constitute an infringement of third party rights and is strictly prohibited. Any such infringements may result in termination of your access to the Platform as described in the Repeat Infringers section below, and may also result in civil litigation or criminal prosecution by or on behalf of the relevant rightsholder.

Grant of License

By uploading or posting your authorized Content to the Platform, you initiate an automated process to transcode any audio Content and direct ufxmedia to store your Content on our servers, from where the content is made automatically available for download to other registered users. With each and any upload of content grant one of the Creative Commons Licenses that are selectable via the ufxloops App which allows other users to modify, remix or reuse the content in the way that the chosen license provides.
Irrespective of the license granted to other users, you grant ufxmedia (and its successors) a royalty-free, perpetual, irrevocable, transferable, worldwide, non-exclusive right (including any moral rights) and license to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, communicate to the public, perform and display the content (in whole or in part) and/or to incorporate it in other works in any form, media, or technology now known or later developed, for the full term of any rights that may exist in such content.

You still retain all of your rights of ownership in your Submissions.

Representations and Warranties

You hereby represent and warrant to ufxmedia as follows:

(1) Your Content, and each and every part thereof, is an original work by you, or you have obtained all rights, licences, consents and permissions necessary in order to use, and (if and where relevant) to authorise ufxmedia to use, Your Content pursuant to these Terms of Service, including, without limitation, the right to upload, reproduce, store, transmit, distribute, share, publicly display, publicly perform, make available and otherwise communicate to the public Your Content, and each and every part thereof, on, through or via the Website, any and all Services and any Linked Services.

(2) Your Content does not and will not create any liability on the part of ufxmedia, its subsidiaries, affiliates, successors, and assigns, and their respective employees, agents, directors, officers and/or shareholders.

(3) You have obtained any and all necessary consents, permissions and/or releases from any and all persons appearing in Your Content in order to include their name, voice, performance or likeness in Your Content and to publish the same on the Platform and via any Linked Services.

(4) Your Content, including any comments that you may post on the Website, is not and will not be unlawful, offensive, abusive, libellous, defamatory, obscene, racist, sexually explicit, ethnically or culturally offensive, indecent, will not promote violence, terrorism, or illegal acts, or incite hatred on grounds of race, gender, religion or sexual orientation.

(5) Your Content and the availability thereof on the Platform does not and will not infringe or violate the rights of any third party, including, without limitation, any intellectual property rights, performers' rights, rights of privacy or publicity, or rights in confidential information.

ufxmedia reserves the right to remove Your Content, suspend or terminate your access to the Platform and/or pursue all legal remedies if we believe that any of Your Content breaches any of the foregoing representations or warranties, or otherwise infringes another person's rights or violates any law, rule or regulation.

Liability for Content

You hereby acknowledge and agree that ufxmedia
(1) stores Content and other information at the direction, request and with the authorisation of its users,
(2) acts merely as a passive conduit and/or host for the uploading, storage and distribution of such Content, and
(3) plays no active role and gives no assistance in the presentation or use of the Content. You are solely responsible for all of Your Content that you upload, post or distribute to, on or through the Platform, and to the extent permissible by law, ufxmedia excludes all liability with respect to all Content (including Your Content) and the activities of its users with respect thereto.

You hereby acknowledge and agree that ufxmedia cannot and does not review the Content created or uploaded by its users, and neither ufxmedia nor its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers and shareholders has any obligation, and does not undertake or assume any duty, to monitor the Platform for Content that is inappropriate, that does or might infringe any third party rights, or has otherwise been uploaded in breach of these Terms of Service or applicable law.

ufxmedia and its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers and shareholders hereby exclude, to the fullest extent permitted by law, any and all liability which may arise from any Content uploaded to the Platform by users, including, but not limited to, any claims for infringement of intellectual property rights, rights of privacy or publicity rights, any claims relating to publication of defamatory, pornographic, obscene or offensive material, or any claims relating to the completeness, accuracy, currency or reliability of any information provided by users of the Platform. By using the Platform, you irrevocably waive the right to assert any claim with respect to any of the foregoing against ufxmedia or any of its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers or shareholders.


Reporting Copyright Infringements

If you discover any Content on the Platform that you believe infringes your copyright, please report this by providing a written notification including the following information (see 17 U.S.C 512(c)(3) and http://www.loc.gov/copyright for further details):

  • a statement that you have identified Content on ufxmedia that infringes your copyright or the copyright of a third party on whose behalf you are entitled to act;
  • a description of the copyright work(s) that you claim have been infringed;
  • a description of the Content that you claim is infringing and the ufxmedia URL(s) where such Content can be located;
  • your full name, address and telephone number, a valid email address on which you can be contacted, and your ufxloops user name if you have one;
  • a statement by you that you have a good faith belief that the disputed use of the material is not authorized by the copyright owner, its agent, or the law; and
  • a statement by you that the information in your notice is accurate and that you are authorized to act on behalf of the owner of the exclusive right that is allegedly infringed;
  • In addition, if you wish for your notice to be considered as a notice pursuant to the United States Digital Millennium Copyright Act 17 U.S.C. §512(c), please also include the following:
  • with respect to your statement that you are authorized to act on behalf of the owner of the exclusive right that is allegedly infringed, confirmation that such statement is made under penalty of perjury; and your electronic or physical signature (which may be a scanned copy).

Your notice should be sent by email to copyright [at] ufxloops.com and/or by mail to the following address:

ufxmedia UG (haftungsbeschränkt)
Robert-Koch-Strasse 8
63517 Rodenbach
Germany
c/o Copyright Management

Counter Notification

If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, you may send ufxmedia a counter-notice. All notices with respect to ufxmedia should be sent to the ufxmedia Copyright Agent. ufxmedia suggests that you consult your legal advisor before filing a notice or counter-notice. You expressly acknowledge and agree that ufxmedia shall not be liable to you under any circumstances for declining to replace material. Also, be aware that there can be penalties for false claims under the DMCA.

The foregoing process applies to copyright only. If you discover any Content that you believe to be in violation of your trademark rights, please report this to us by email at legal [at] ufxloops.com. In all other cases, if you discover Content that infringes any or violates any of your other rights, which you believe is defamatory, pornographic, obscene, racist or otherwise liable to cause widespread offence, or which constitutes impersonation, harassment, spam or otherwise violates these Terms of Service, our Community Guidelines or applicable law, please report this to us at legal [at] ufxloops.com.



Third Party Websites and Services

The Platform may provide you with access to third party websites, databases, networks, servers, information, software, programs, systems, directories, applications, products or services, including without limitation, Linked Services (hereinafter "External Services").
ufxmedia does not have or maintain any control over External Services, and is not and cannot be responsible for their content, operation or use. By linking or otherwise providing access to any External Services, ufxmedia does not give any representation, warranty or endorsement, express or implied, with respect to the legality, accuracy, quality or authenticity of content, information or services provided by such External Services.

External Services may have their own Terms of Service and/or privacy policy, and may have different practices and requirements to those operated by ufxmedia with respect to the Platform. You are solely responsible for reviewing any Terms of Service, privacy policy or other terms governing your use of these External Services, which you use at your own risk. You are advised to make reasonable enquiries and investigations before entering into any transaction, financial or otherwise, and whether online or offline, with any third party related to any External Services.

You are solely responsible for taking the precautions necessary to protect yourself from fraud when using External Services, and to protect your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content and material that may be included on or may emanate from any External Services.

ufxmedia disclaims any and all responsibility or liability for any harm resulting from your use of External Services, and you hereby irrevocably waive any claim against ufxmedia with respect to the content or operation of any External Services.



Blocking and Removal of Content

Notwithstanding the fact that ufxmedia has no legal obligation to monitor the Content on the Platform, ufxmedia reserves the right to block, remove or delete any Content at any time, and to limit or restrict access to any Content, for any reason and without liability, including without limitation, if we have reason to believe that such Content does or might infringe the rights of any third party, has been uploaded or posted in breach of these Terms of Service, our Community Guidelines or applicable law, or is otherwise unacceptable to ufxmedia.

Please also note that individual Uploaders have control over the audio Content that they store in their account from time to time, and may remove any or all audio Content or other Content without notice. You have no right of continued access to any particular item of Content and ufxmedia shall have no liability in the event that you are unable to access an item of Content due to its removal from the Platform, whether by ufxmedia or the relevant Uploader.



Repeat Infringers

ufxmedia will suspend or terminate your access to the Platform if ufxmedia determines, in its reasonable discretion, that you have repeatedly breached these Terms of Service or our Community Guideline. If we receive a valid notification from a third party in accordance with our reporting processes or applicable law that any of Your Content infringes the copyright or other rights of such third party, or if we believe that your behaviour is inappropriate and violates our Community Guidelines, we will send you a written warning to this effect. Any user that receives more than two of these warnings is liable to have their access to the Platform terminated forthwith.

We will also suspend or terminate your account without warning if ordered to do so by a court, and/or in other appropriate circumstances, as determined by ufxmedia at its discretion.

Please note we do not offer refunds to account holders whose accounts are terminated as a result of repeated infringement of these Terms of Service or our Community Guidelines.



Disclaimer

THE PLATFORM, INCLUDING, WITHOUT LIMITATION, THE WEBSITE, THE APPS AND ALL CONTENT AND SERVICES ACCESSED THROUGH OR VIA THE WEBSITE, THE APPS OR OTHERWISE, ARE PROVIDED "AS IS", "AS AVAILABLE", AND "WITH ALL FAULTS".

WHILST UFXMEDIA USES REASONABLE ENDEAVOURS TO CORRECT ANY ERRORS OR OMISSIONS IN THE PLATFORM AS SOON AS PRACTICABLE ONCE THEY HAVE BEEN BROUGHT TO UFXMEDIA'S ATTENTION, UFXMEDIA MAKES NO PROMISES, GUARANTEES, REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER (EXPRESS OR IMPLIED) REGARDING THE WEBSITE, THE APPS, THE SERVICES OR ANY PART OR PARTS THEREOF, ANY CONTENT, OR ANY LINKED SERVICES OR OTHER EXTERNAL SERVICES. UFXMEDIA DOES NOT WARRANT THAT YOUR USE OF THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE PLATFORM OR ANY PART OR PARTS THEREOF, THE CONTENT, OR THE SERVERS ON WHICH THE PLATFORM OPERATES ARE OR WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. UFXMEDIA DOES NOT WARRANT THAT ANY TRANSMISSION OF CONTENT UPLOADED TO THE PLATFORM WILL BE SECURE OR THAT ANY ELEMENTS OF THE PLATFORM DESIGNED TO PREVENT UNAUTHORISED ACCESS, SHARING OR DOWNLOAD OF CONTENT WILL BE EFFECTIVE IN ANY AND ALL CASES, AND DOES NOT WARRANT THAT YOUR USE OF THE PLATFORM IS LAWFUL IN ANY PARTICULAR JURISDICTION.

UFXMEDIA AND ITS SUBSIDIARIES, AFFILIATES, SUCCESSORS, AND ASSIGNS, AND THEIR RESPECTIVE EMPLOYEES, AGENTS, DIRECTORS, OFFICERS AND SHAREHOLDERS, SPECIFICALLY DISCLAIM ALL OF THE FOREGOING WARRANTIES AND ANY OTHER WARRANTIES NOT EXPRESSLY SET OUT HEREIN TO THE FULLEST EXTENT PERMITTED BY LAW, INCLUDING WITHOUT LIMITATION ANY EXPRESS OR IMPLIED WARRANTIES REGARDING NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

WHERE THE LAW OF ANY JURISDICTION LIMITS OR PROHIBITS THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES AS SET OUT ABOVE, THE ABOVE DISCLAIMERS SHALL NOT APPLY TO THE EXTENT THAT THE LAW OF SUCH JURISDICTION APPLIES TO THIS AGREEMENT.



Limitation of Liability

IN NO EVENT SHALL UFXMEDIA'S AGGREGATE LIABILITY TO YOU UNDER THIS AGREEMENT EXCEED THE GREATER OF 100 EURO OR THE AMOUNTS (IF ANY) PAID BY YOU TO UFXMEDIA DURING THE PREVIOUS TWELVE (12) MONTHS FOR THE SERVICES GIVING RISE TO THE CLAIM.

UFXMEDIA AND ITS SUBSIDIARIES, AFFILIATES, SUCCESSORS, AND ASSIGNS, AND THEIR RESPECTIVE EMPLOYEES, AGENTS, DIRECTORS, OFFICERS AND SHAREHOLDERS, SHALL HAVE NO LIABILITY FOR:

1. ANY LOSS OR DAMAGE ARISING FROM:

(A) YOUR INABILITY TO ACCESS OR USE THE PLATFORM OR ANY PART OR PARTS THEREOF, OR TO ACCESS ANY CONTENT OR ANY EXTERNAL SERVICES VIA THE PLATFORM;

(B) ANY CHANGES THAT UFXMEDIA MAY MAKE TO THE PLATFORM OR ANY PART THEREOF, OR ANY TEMPORARY OR PERMANENT SUSPENSION OR CESSATION OF ACCESS TO THE PLATFORM OR ANY CONTENT IN OR FROM ANY OR ALL TERRITORIES;

(C) ANY ACTION TAKEN AGAINST YOU BY THIRD PARTY RIGHTSHOLDERS WITH RESPECT TO ANY ALLEGED INFRINGEMENT OF SUCH THIRD PARTY?S RIGHTS RELATING TO YOUR CONTENT OR YOUR USE OF THE PLATFORM, OR ANY ACTION TAKEN AS PART OF AN INVESTIGATION BY UFXMEDIA OR ANY RELEVANT LAW ENFORCEMENT AUTHORITY REGARDING YOUR USE OF THE PLATFORM;

(D) ANY ERRORS OR OMISSIONS IN THE PLATFORM'S TECHNICAL OPERATION, OR FROM ANY INACCURACY OR DEFECT IN ANY CONTENT OR ANY INFORMATION RELATING TO CONTENT;

(E) YOUR FAILURE TO PROVIDE UFXMEDIA WITH ACCURATE OR COMPLETE INFORMATION, OR YOUR FAILURE TO KEEP YOUR USERNAME OR PASSWORD SUITABLY CONFIDENTIAL;

2. ANY LOSS OR DAMAGE TO ANY COMPUTER HARDWARE OR SOFTWARE, ANY LOSS OF DATA (INCLUDING YOUR CONTENT), OR ANY LOSS OR DAMAGE FROM ANY SECURITY BREACH; AND/OR

3. ANY LOSS OF PROFITS, OR ANY LOSS YOU SUFFER WHICH IS NOT A FORESEEABLE CONSEQUENCE OF UFXMEDIA BREACHING THESE Terms of Service. LOSSES ARE FORESEEABLE WHERE THEY COULD BE CONTEMPLATED BY YOU AND UFXMEDIA AT THE TIME YOU AGREE TO THESE Terms of Service, AND THEREFORE DO NOT INCLUDE ANY INDIRECT LOSSES, SUCH AS LOSS OF OPPORTUNITY.

ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO YOUR USE OF THE PLATFORM MUST BE NOTIFIED TO UFXMEDIA AS SOON AS POSSIBLE.

APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH CASES, YOU ACKNOWLEDGE AND AGREE THAT SUCH LIMITATIONS AND EXCLUSIONS REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND UFXMEDIA AND ARE FUNDAMENTAL ELEMENTS OF THE BARGAIN BETWEEN YOU AND UFXMEDIA, AND THAT UFXMEDIA'S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

NOTHING IN THESE Terms of Service LIMITS OR EXCLUDES THE LIABILITY OF UFXMEDIA, ITS SUBSIDIARIES, SUCCESSORS, ASSIGNS, OR THEIR RESPECTIVE EMPLOYEES, AGENTS, DIRECTORS, OFFICERS AND/OR SHAREHOLDERS: (I) FOR ANY DEATH OR PERSONAL INJURY CAUSED BY ITS OR THEIR NEGLIGENCE, (II) FOR ANY FORM OF FRAUD OR DECEIT, (III) FOR ANY DAMAGES CAUSED WILFULLY OR BY GROSS NEGLIGENCE, OR (IV) FOR ANY FORM OF LIABILITY WHICH CANNOT BE LIMITED OR EXCLUDED BY LAW.



Indemnification

You hereby agree to indemnify, defend and hold harmless ufxmedia, its successors, assigns, affiliates, agents, directors, officers, employees and shareholders from and against any and all claims, obligations, damages, losses, expenses, and costs, including reasonable attorneys' fees, resulting from:

(1) any violation by you of these Terms of Service or our Community Guideline;

(2) any third party claim of infringement of copyright or other intellectual property rights or invasion of privacy arising from the hosting of Your Content on the Platform, and/or your making available thereof to other users of the Platform, and/or the actual use of Your Content by other users of the Platform or Linked Services in accordance with these Terms of Service and the parameters set by you with respect to the distribution and sharing of Your Content;

(3) any activity related to your account, be it by you or by any other person accessing your account with or without your consent unless such activity was caused by the act or default of ufxmedia.



Data Protection, Privacy and Cookies

All personal data that you provide to us in connection with your use of the Platform is collected, stored, used and disclosed by ufxmedia in accordance with our Privacy Policy. In addition, in common with most online services, we use cookies to help us understand how people are using the Platform, so that we can continue to improve the service we offer. Our use of cookies, and how to disable cookies, is explained in our Cookie Policy. By accepting these Terms of Service and using the Platform, you also accept the terms of the Privacy Policy and our Cookies Policy.



Changes to the Platform, Accounts and Pricing

ufxmedia reserves the right at any time and for any reason to suspend, discontinue, terminate or cease providing access to the Platform or any part thereof, temporarily or permanently, and whether in its entirety or with respect to individual territories only. In the case of any temporary or permanent suspension, discontinuation, termination or cessation of access, ufxmedia shall use its reasonable endeavours to notify registered users of such decision in advance.

You hereby agree that ufxmedia and its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers and shareholders shall not be liable to you or to any third party for any changes or modifications to the Website, Apps and/or any Services that ufxmedia may wish to make from time to time, or for any decision to suspend, discontinue or terminate the Website, the Services or any part or parts thereof, or your possibility to use or access the same from or within any territory or territories.

ufxmedia may change the features of any type of account, may withdraw or, or introduce new features, products or types of account at any time and for any reason, and may change the prices charged for any of its Offerings from time to time.



Termination

You may terminate this Agreement at any time deleting your Account and thereafter by ceasing to use the Platform.

ufxmedia may suspend your access to the Platform and/or terminate this Agreement at any time if
(1) you are deemed to be a Repeat Infringer as described above;
(2) you are in breach of any of the material provision of these Terms of Service or our Community Guidelines, including without limitation, the provisions of the following sections: Your Use of the Platform, Your Content, Grant of Licence , and Your Representations and Warranties;
(3) ufxmedia elects at its discretion to cease providing access to the Platform in the jurisdiction where you reside or from where you are attempting to access the Platform, or
(4) in other reasonable circumstances as determined by ufxmedia at its discretion.

Once your account has been terminated, all data pertaining to activity from your account (for example, data relating to the distribution or consumption of your sounds), will be irretrievably deleted by ufxmedia, except to the extent that we are obliged or permitted to retain such content, data or information for a certain period of time in accordance with applicable laws and regulations and/or to protect our legitimate business interests. ufxmedia assumes no liability for any material that is irretrievably deleted following any termination of your account. ufxmedia is not able to provide you with any file of data relating to activity associated with your account, whether before or after termination or cancellation. This data is provided and is accessible only for viewing via your account page on the Website for as long as your account is active.

If you access the Platform via any of our Apps, deleting that app will not delete your account. If you wish to delete your account, you will need to do so from the My Profile page within your Settings on the Website.

The provisions of these Terms of Service that are intended by their nature to survive the termination or cancellation of this Agreement will survive the termination of this Agreement, including, but not limited to, those Sections entitled Your Account, Your Content, Grant of Licence , Representations and Warranties, Liability for Content, Disclaimer, Limitation of Liability, Indemnification, Termination, Entire Agreement, Assignment to Third Parties, Severability and Applicable Law and Jurisdiction, respectively.



Assignment to Third Parties

ufxmedia may assign its rights and (where permissible by law) its obligations under this Agreement, in whole or in part, to any third party at any time without notice, including without limitation, to any person or entity acquiring all or substantially all of the assets or business of ufxmedia. You may not assign this Agreement or the rights and duties hereunder, in whole or in part, to any third party without the prior written consent of ufxmedia.



Severability Clause

Should one or more provisions of these Terms of Service be found to be unlawful, void or unenforceable, such provision(s) shall be deemed severable and will not affect the validity and/or enforceability of the remaining provisions of the Terms of Service, which will remain in full force and effect.



Entire Agreement

These Terms of Service, together with the Community Guideline, Privacy Policy and Cookies Policy, constitute the entire agreement between you and ufxmedia with respect to your use of the Platform (other than any use of ufxmedia's APIs which may also be subject to separate API Terms of Service), and supersede any prior agreement between you and ufxmedia. Any modifications to this Agreement must be made in writing.



Applicable Law and Jurisdiction

Except where otherwise required by the mandatory law of the United States or any member state of the European Union

(1) this Agreement is subject to the laws of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods (CISG) and excluding the principles of conflict of laws (international private law); and

(2) you hereby agree, and ufxmedia agrees, to submit to the exclusive jurisdiction of the courts in 63450 Hanau, Germany for resolution of any dispute, action or proceeding arising in connection with this Agreement.

The foregoing provisions of this Applicable Law and Jurisdiction section do not apply to any claim in which ufxmedia seeks equitable relief of any kind. You acknowledge that, in the event of a breach of this Agreement by ufxmedia or any third party, the damage or harm, if any, caused to you will not entitle you to seek injunctive or other equitable relief against ufxmedia, including with respect to Your Content, and your only remedy shall be for monetary damages, subject to the limitations of liability set forth in these Terms of Service.



Disclosures

The services hereunder are offered by ufxmedia UG (haftungsbeschränkt), a company incorporated under Germman Law and with its main place of business at Robert-Koch-Strasee 8, 63517 Rodenbach, Germany. More information about ufxmedia is available here. You may contact us by sending correspondence to the foregoing address or by emailing us at support [at]ufxloops.com. If you are a resident of the State of California, you may have these Terms of Service mailed to you electronically by sending a letter to the foregoing address with your electronic mail address and a request for these Terms of Service.


Last Update: 10 June 2014