This agreement was most recently updated on 09/17/2011.
PsalmPlace LLC, referred in this Agreement as “us” and “we” and “PsalmPlace”), reserves the right to add to, delete or change these TOS because of frequent changes in Internet technology and applicable law. As such, you should check these TOS from time to time for such changes.
1. The PsalmPlace Service. PsalmPlace provides a number of Internet-based services and products through the Site (all such services, collectively, the "PsalmPlace Service" and “Products”). PsalmPlace users may purchase individual Products for their own use or sell Products through the Site. Users who are artists and who would like to sell Products for digital download must also enter into the Artist Agreement, found here: https://www.psalmplace.com/agreement.htm. PsalmPlace allows all Users to browse the Site and purchase Products from the Site. PsalmPlace may offer a number of other services and products on its Site, such as message boards, contests, and newsletters, which may change from time to time.
2. Use of the Site and PsalmPlace Service.
(a) Compliance With TOS and Applicable Law. You must comply with all of the terms and conditions of these TOS, the applicable agreements and policies referred to below, and all applicable laws, regulations and rules when you use the PsalmPlace Service and the Site.
(b) Your License to Use the Site and the PsalmPlace Service.
(1) Ownership of the PsalmPlace Service and Site. PsalmPlace solely and exclusively owns all intellectual property and other right, title and interest in and to the PsalmPlace Service and Site, except as expressly provided for in these TOS. You will not acquire any right, title or interest therein under these TOS or otherwise.
(2) PsalmPlace grants you a limited revocable license to access and use the Site and the PsalmPlace Service for its intended purposes, subject to your compliance with these TOS. This license does not include the right to collect or use information contained on the Site for purposes prohibited by PsalmPlace; create derivative works based on the Products or any third party content available via the Site; or download or copy the Site (other than page caching). If you use the Site in a manner that exceeds the scope of this license or breach this TOS, PsalmPlace may revoke the license granted to you.
(3) This Section 2(b) does not pertain to your intellectual property rights. Any rights relating to materials that you upload to the Site are covered by the Artist Agreement (https://www.psalmplace.com/agreement.htm).
3. Rules For Use Of the Site.
(a) Prohibited Use. Except as may be expressly permitted by PsalmPlace, you may not: (i) interfere with the PsalmPlace Service by using viruses or any other programs or technology designed to disrupt or damage any software or hardware; (ii) modify, create derivative works from, reverse engineer, decompile or disassemble any technology used to provide the PsalmPlace Service; (iii) use a robot, spider or other device or process to monitor the activity on or copy pages from the Site, except in the operation or use of an internet "search engine", hit counters or similar technology; (iv) collect electronic mail addresses or other information from third parties by using the PsalmPlace Service; (v) impersonate another person or entity; (vii) use any meta tags, search terms, key terms, or the like that contain PsalmPlace's name or trademarks; (viii) engage in any activity that interferes with another user's ability to use or enjoy the PsalmPlace Service; or (ix) assist or encourage any third party in engaging in any activity prohibited by these TOS.
(b) PsalmPlace does not offer a refund on purchases. If you feel that a purchase was made in error or did not complete successfully, please contact us at firstname.lastname@example.org. PsalmPlace will work with you to correct the situation.
(c) Monitoring. PsalmPlace reserves the right, but does not assume the obligation, to monitor transactions and communications that occur through the Site. If PsalmPlace determines, in its sole and absolute discretion, that you or another PsalmPlace user will breach a term or condition of these TOS or that such transaction or communication is inappropriate, PsalmPlace 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.
(d) Modification of the Service. PsalmPlace may modify the PsalmPlace Service at any time with or without notice to you, and will incur no liability for doing so.
4. Submissions. When you submit questions, comments, suggestions, ideas, message board postings, material submitted via web forms, contest entries, communications or any other information ("Submissions"), you grant PsalmPlace permission to use such submissions for marketing and other promotional purposes. You agree that PsalmPlace will have no obligation to keep any Submissions confidential and you will not bring a claim against PsalmPlace based on "moral rights" or the like arising from PsalmPlace's use of a Submission.
5. Representations and Warranties.
(a) Mutual Representations and Warranties. You represent and warrant to PsalmPlace and PsalmPlace represents and warrants to you: (i) that you or it has the full power and authority to enter into and perform under these TOS, (ii) the execution and performance of your or its obligations under these TOS do not constitute a breach of or conflict with any other agreement or arrangement by which you or it is bound, and (iii) these TOS are a legal, valid and binding obligation of the party entering into these TOS, enforceable in accordance with their terms and conditions.
(b) By You. You represent and warrant to PsalmPlace that, in your use of the PsalmPlace Service, you: (i) will not infringe the copyright, trademark, patent, trade secret, right of privacy, right of publicity or other legal right of any third party and (ii) will comply with all applicable laws, rules, and regulations. You further represent and warrant to PsalmPlace that: (i) there are no claims, demands or any form of litigation pending or, to the best of your knowledge, threatened with respect to any of your Submissions; (ii) PsalmPlace will not be required to make any payments to any third party in connection with its use of your Submissions, except for the expenses that PsalmPlace incurs in providing the PsalmPlace Service; (iii) the use of any instructions, formulae, recommendations, or the like contained in your Submissions will not cause injury to any third party; and (iv) your Submissions does not contain viruses or any other programs or technology designed to disrupt or damage any software or hardware.
6. Disclaimers, Exclusions, and Limitations.
(a) DISCLAIMER OF WARRANTIES. PsalmPlace PROVIDES THE SITE AND PsalmPlace SERVICE ON AN "AS IS" AND "AS AVAILABLE" BASIS. PsalmPlace DOES NOT REPRESENT OR WARRANT THAT THE SITE, PsalmPlace 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. PsalmPlace MAKES NO WARRANTIES OTHER THAN THOSE MADE EXPRESSLY IN THESE TOS, AND HEREBY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND NON-INFRINGEMENT.
(b) EXCLUSION OF DAMAGES. PsalmPlace 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 PsalmPlace SERVICE, BASED ON ANY CAUSE OF ACTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
(c) LIMITATION OF LIABILITY. EXCEPT FOR A BREACH OF A PARTY'S REPRESENTATIONS AND WARRANTIES UNDER THESE TOS OR IN CONNECTION WITH YOUR INDEMNITY OBLIGATIONS UNDER THESE TOS, IN NO EVENT WILL THE LIABILITY OF EITHER PARTY IN CONNECTION WITH THESE TOS EXCEED THE GREATER OF (i) THE AMOUNT PAID OR PAYABLE BY PsalmPlace TO YOU DURING THE SIX MONTHS IMMEDIATELY PRECEDING THE EVENT THAT GIVES RISE TO SUCH LIABILITY OR (ii) $100.
7. Indemnification. You will indemnify and hold PsalmPlace and its employees, representatives, agents, affiliates, directors, officers, managers and shareholders (the "Parties") harmless from any damage, loss, or expense (including without limitation, attorneys' fees and costs) incurred in connection with any third-party claim, demand or action ("Claim") brought against any of the Parties alleging that you have breached any of these TOS. If you have to indemnify PsalmPlace under this Section, PsalmPlace will have the right to control the defense, settlement, and resolution of any Claim at your sole expense. You may not settle or otherwise resolve any Claim without PsalmPlace's express written permission.
(a) Termination. PsalmPlace may suspend or terminate your use of the Site or PsalmPlace Service if it believes, in its sole and absolute discretion, that you have breached a term of these TOS.
(b) Survival. These TOS will survive indefinitely unless and until PsalmPlace chooses to terminate them.
(c) Effect of Termination. If you or PsalmPlace terminates your use of the Site or the PsalmPlace Service, PsalmPlace may delete any Submissions or other materials relating to your use of the PsalmPlace Service on PsalmPlace's servers or otherwise in its possession and PsalmPlace will have no liability to you or any third party for doing so.
9. Notice. All notices required or permitted to be given under these TOS will be delivered to the other party by electronic mail. If PsalmPlace provides notice to you, PsalmPlace will use the contact information provided by you to PsalmPlace.
10. Dispute Resolution. All disputes arising out of, relating to or connected with these TOS or your use of any part of the PsalmPlace Service will be exclusively resolved under confidential binding arbitration held in Rhode Island before and in accordance with the Rules of the American Arbitration Association, by a sole arbitrator applying Rhode Island law (without regard for conflicts of law principles). The arbitrator's award will be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under these TOS will be joined to an arbitration involving any other party subject to these TOS, whether through class arbitration proceedings or otherwise. Any action to enforce an arbitrator's award will be brought in a federal or state court located in Rhode Island, and each party hereby irrevocably submits to the personal jurisdiction of such court. By entering into these TOS, you hereby irrevocably waive any right you may have to join claims with those of others in the form of a class action or similar procedural device. Any claim arising out of, relating to or connected with these TOS or your use of any part of the PsalmPlace Service must be asserted individually.
Right of Removal. PsalmPlace reserves the right, in its sole and absolute discretion, to remove any of Your Authorized Content from the Website if such content: (i) is patently offensive, pornographic or defamatory; (ii) is the subject of a dispute between you or us and a third party; (iii) is content to which you cannot document your rights therein upon PsalmPlace's request; (iv) violates the intellectual property rights or other protected interests of a third party; (v) is the subject of a takedown notice by a party claiming to own the rights therein, or (vi) is the subject of any fraudulent activity, or for any other reason in PsalmPlace's sole and absolute judgment is necessary to protect the business interests of PsalmPlace and any of its business partners or Licensees. Our partners, retailers and Licensees may reject content for any reason (including but not limited to racist or sexual content, cover art hyperlinks, or infringing/offensive/prohibited images or content). PsalmPlace's service has been rendered once we have delivered the content, and if your content is rejected by any partner for any reason, PsalmPlace will have no liability to you, and PsalmPlace will not offer any refund or credit for any services. PsalmPlace may also remove Your Authorized Content from the Website if you are abusive or rude or provide false or intentionally misleading information to any PsalmPlace employees or agents. PsalmPlace shall have no liability to you for the removal of any of Your Authorized Content from the Website or any Licensee website or service. The removal of any of Your Authorized Content shall not relieve PsalmPlace of the obligation to pay you any royalties that may have accrued prior to the removal of Your Authorized Content.
11. Miscellaneous. These TOS will be binding upon each party hereto and its successors and permitted assigns, and governed by and construed in accordance with the laws of the State of Rhode Island without reference to conflict of law principles. These TOS will not be assignable or transferable by you without the prior written consent of PsalmPlace. These TOS (including all of the policies and other Agreements described in this TOS, which are hereby incorporated herein by this reference) contain the entire understanding of the parties regarding its subject matter, and supersedes all prior and contemporaneous agreements and understandings between the parties regarding its subject matter. No failure or delay by a party in exercising any right, power or privilege under these TOS will operate as a waiver thereof, nor will any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the exercise of any other such right, power, or privilege. You and PsalmPlace are independent contractors, and no agency, partnership, joint venture, or employee-employer relationship is intended or created by these TOS. The invalidity or unenforceability of any provision of these TOS will not affect the validity or enforceability of any other provision of these TOS, all of which will remain in full force and effect.