MUSICWORKX USER AGREEMENT

INTRODUCTION

Welcome to [Musicworkx.com and also referred to as "Us", "Our" or "We"]. Musicworkx.com provides its users an internet-based portal service including option to buy, sell and/or avail customized products in relation to products/offers on through the website located at the URL http://www.musicworkx.com [hereinafter known as the Website]. The following terms and conditions govern your ["You" and "Your" shall mean the User of the Website] use of the Website including the products/ services rendered in the Website. These terms and conditions contain Your rights and obligations regarding the products and services provided by the Website.

ACCEPTANCE OF TERMS & CONDITIONS

The use of the Website shall per se constitute the acceptance of the terms and conditions by You. If You are not agreeable to any terms and the conditions pertaining to services/products that You wish to purchase, please exit the Website forthwith. Musicworkx.com reserves the right to add, delete and/or modify any of the terms and conditions contained herein, at any time and in its sole discretion, by posting a change notice or merely by posting a new policy on the Website. If any modification is unacceptable to You, Your only recourse is to not use the Website and the Services. Your continued use of the Website following posting of a change notice or new policy on the Website will constitute binding acceptance of the changes.

You will use the Website, in a manner consistent with applicable laws and regulations and in accordance with the terms and conditions of the Website and any other applicable rules, guidelines or other conditions that govern the use of a particular product/ service as may be amended by Us from time to time.

ELIGIBILTY

Each Product/ Service is made available to Users of the Website, who are competent to enter into a valid and enforceable contract, for use of products or services offered on the Website. Without limiting the generality of the foregoing, Musicworkx.com does not provide the Service to anyone under the age of 13.

LEGAL OBLIGATIONS & SECURITY

A legal and binding contract of sale between Musicworkx.com and the User shall come into effect on the User’s credit card being charged. You agree to indemnify and hold Musicworkx.com, its partners, parent, subsidiaries, affiliates, employees, agents, directors, shareholders, distributors, contractors and licensors (collectively the "Musicworkx.com Affiliates"), harmless for any improper, unauthorized or illegal uses of the Website. This includes illegal, unauthorized or improper use by anyone using Your credit card, with or without your permission, for the purchase of services and products from the Website.

PRODUCTS/ SERVICES & PRICES

The prices for products and licence for private use of buyer are described on the Website. Musicworkx.com also provides music artists certain e-commerce tools intended for usage and sale of a wide variety of products including without limitation, merchandise, compact discs, Digital Music, VCDs, and CD-ROMS. All prices are payable in USD unless specified otherwise and are inclusive of all applicable taxes. Prices and availability of products are subject to change without notice. If you elect to purchase a product or avail a service, the price therefore will be the price specified at the time of purchase.

DELIVERIES & USAGE OF PRODUCTS/ SERVICES

We shall not be held responsible for any delay or failure in delivery due to any kind of data loss caused by any kind of communication/network failure. We reserve the right to accept any order. Any / all orders for purchase made by the Users shall be for personal use and not for resale and are made as a firm commitment to purchase, after having checked the product/ service description carefully whereby the Users are obligated to complete the transaction without contesting the same in any manner whatsoever.

PAYMENT & CANCELLATION OF ORDERS

Each User shall be solely responsible for the credit card details provided by the User for the purchase of products or services offered on this Website. We deny any responsibility or liability for any consequences arising out of any transactions by use of a credit card, which is not lawfully owned by a User. Requests for cancellation of orders placed on the Website shall not be entertained under any circumstances.

INTELLECTUAL PROPERTY

The contents, information and material in the Website, including, products, graphics, photographs, pictures, and their arrangement is protected by relevant intellectual property laws and is owned and controlled by Musicworkx.com or the party credited as the owner / provider of the content.

We contractually prohibit our Users/ and or artists from using the Website to use content, sell merchandise that infringes third party intellectual property rights. We encourage the owners of the intellectual property rights to contact us if they believe that a User(s) and or artist(s) of our Website has/have infringed their rights. For verification and necessary action in such an event kindly intimate our Intellectual Property Rights Agent with full information.

Our Intellectual Property Rights Agent may reached by mail, email, telephone or fax as follows:

To,
Frost & Fable Records [P] LTD

Attn: Intellectual Property Rights Agent

Address: Frost & Fable Records [P] LTD
The Opal Orchard, Plot No. R - 41,
Flat No. 2, Golden Colony, Mogappair,
Chennai, Tamilndau,
Pincode - 600 050,
India.

Website : www.musicworkx.com

Email: ipra@musicworkx.com
Telephone: +91 - 99628 - 36711
Fax: +91 - 44 - 42846101

If you let us know that your rights are being infringed by one of the User(s) and or/ artist(s), and we note that it is a prima facie infringement we shall (at our sole discretion) require that such User's and or/ artist’s content is removed from the Website. In case we do not find it a prima facie infringement, the onus to prove such infringement lies on the owner of the intellectual property right and we shall not be required to take any action unless directed by a competent authority to do so.

SUBMISSIONS & MESSAGES

Each User acknowledges that any submissions / messages posted by the User to any section of the Website may be edited, removed, modified, published, transmitted and displayed and each User warrants that all moral rights in any uploaded materials have been waived. Users shall remain solely responsible for the content of their messages. Users shall not post any message that would be offensive, upload, post, email, transmit or otherwise make available any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable. Users shall not upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights ("Rights") of any party. The User agrees that Musicworkx.com will have no obligation to keep any submissions confidential.

Any forums made available on the Website shall be used strictly for non-commercial purposes. Users shall not, without our express approval, distribute or otherwise publish any material containing any solicitation of funds, advertising or solicitation for goods or services, or to promote web sites or online services which compete with the Website and the services provided herein.

LIMITATION OF LIABILITY

We will not be liable to you or any third party for any consequential, incidental, indirect, punitive or special damages (including damages relating to lost profits, lost data or loss of goodwill) arising out of, relating to or connected with the use of the Website, based on any cause of action, even if advised of the possibility of such damages. Notwithstanding anything contained in these terms and conditions or on the Website, in no event will our liability in connection with the Website to any User exceed the consideration received by us by such User for any transaction out of which such liability may arise.

THIRD PARTY SERVICES

We may use third parties to provide certain services accessible through the Website. We do not control those third parties or their services, and you agree that We will not be liable to you in any way for Your use of such services. These third parties may have their own terms of use and other policies. You must comply with such terms and policies as well as this agreement when you use those services. If any such terms or policies conflict with the Website policies, you must comply with the Website policies, which shall prevail.

MONITORING OF TRANSACTIONS

We reserve the right, but do not assume the obligation, to monitor transactions and communications that occur through the Website. If we determine, in our sole and absolute discretion, that You or another User has breached a term or condition herein or that such transaction or communication is inappropriate, we may cancel such transaction or take any other action to restrict access to or the availability of any material that may be considered objectionable, without any liability to You or any third party. This does not exhaust us of any other statutory or legal remedy otherwise available to us.

MODIFICATION OF THE WEBSITE

We reserve the right to modify the organization, structure or "look and feel" of the Musicworkx.com Service or the Website, and may change, suspend, or discontinue any aspect of the Musicworkx.com Service at any time without any liability to You or any third party. We shall have complete discretion over the features, functions, prices and other terms and conditions on which the Website Services are offered to Users.

WARRANTIES AND REPRESENTATIONS

The Products and Services are provided, as is without warranty of any kind, either express or implied, including, but not limited to, the implied warranties of merchantability and fitness for a particular purpose. We do not warrant, guarantee, or make any representations regarding the use, or the results of the use, of the Products, Services or written materials in the terms of correctness, accuracy, reliability or otherwise.

The risk as to the results and performance of the Products and Services or written materials does not lie with us and the User shall assume the entire risk and consequent costs of all necessary servicing, repair or correction. The warranty/ies as above are the only warranty/ies of any kind, either express or implied, that is made by Us. No oral or written information or advice given by us shall create a warranty or in any way increase the scope of this warranty, and you may not rely on such information or advice to do so.

TERMINATION

In our sole discretion, with or without notice to you, we may: (i) suspend, limit your access to the Website and/or the Musicworkx.com Service, (ii) remove any of your Content from the Website’s servers and directories and (iv) prohibit you from using the Website. Notwithstanding the above said, the obligations arising from these terms and conditions and the use of the Website will survive indefinitely unless and until we choose to terminate the same.

EFFECT OF TERMINATION

If You or We terminates your use of the Website or the Musicworkx.com Service, We may delete any Content or other materials relating to Your use of the Musicworkx.com Service on the Website’s servers or otherwise in its possession and We will have no liability to you or any third party for doing so. The obligations of the Users agreed upon before their termination of use of the Website shall remain in force until such obligations are fulfilled.

VIRUSES, WORMS etc..

In spite of available safeguards it is possible that viruses, worms, Trojans, etc. may affect Users’ computers / access devices resulting in destruction of data, failure of Users’ computers / access devices of a temporary or permanent nature and We shall not be held responsible for such occurrences and / or any consequences thereof.

Some parts of this Website draw on information obtained from other sites on the Internet. Such information is assumed to be in the public domain. If You believe otherwise about any item of content, You are requested to inform us by email to enable us take corrective action as appropriate.

NOTICES

All notices required or permitted to be given under these terms and conditions shall be in writing and delivered by any of the following methods: (i) Air mail, or (ii) electronic mail. Any notice to us should be to the following address: The Opal Orchard, Plot No. R-41, Flat No.2, Golden Colony, Mogappair, Chennai - 600 050, Tamil Nadu, India. Notice to User/s shall be sent to the address/es provided by the User/s. All notices will be deemed received as follows: (i) if by delivery by postal / courier service, seven (7) business days after dispatch, or (ii) if by electronic mail, 24 hours after the message was sent, if no "system error" or other notice of non-delivery is generated. If applicable law requires that a given communication be "in writing," you agree that email communication will satisfy this requirement.

DISPUTE RESOLUTION

The access and usage of the Website and any consequences thereof shall be construed and enforced strictly in accordance with the Laws of the Republic of India and the Courts in Chennai shall have exclusive jurisdiction.

CONTENT DISCLAIMER

We do not guarantee the suitability or authenticity of any music composition/ music related product sold/ advertised in this Website and any / all contents of this Website may be altered / withdrawn unilaterally by Musicworkx.com , at any time. Musicworkx.com expressly disclaims all warranties and conditions with regard to the software, products, services and related graphics, including all implied warranties and conditions of merchantability, workmanlike effort, time-lines and non-infringement. The Website offers links to other websites and Users accessing such Websites are bound by the respective terms, conditions and policies of such Websites and we shall not be held responsible for the content, quality, suitability, legality, etc. of whatever is provided in such Websites. Musicworkx.com provides the Website and Musicworkx.com service on an "as is" and "as available" basis. Musicworkx.com does not represent or warrant that the Website, Musicworkx.com service or its use: (i) will be uninterrupted, (ii) will be free of inaccuracies or errors, (iii) will meet your requirements, or (iv) will operate in the configuration or with the hardware or software you use.

PRIVACY POLICY

At Musicworkx.com privacy is our utmost concern. We do not sell or rent out information of the Users to any external organizations. However, by using the Site, You acknowledge and agree that Internet transmissions are never completely private or secure. You understand that any message or information You send to the Site may be read or intercepted by others, even if there is a special notice that a particular transmission (for example, credit card information) is encrypted.