Digital Marcus LLP provides its service to you subject to the following Terms and Conditions of Use Agreement. Please read this agreement carefully before placing an order and print a copy and keep it for your records and future reference.
BY ACCESSING THE DIGITAL MARCUS SITE AND USING ANY OF THE DIGITAL MARCUS SERVICES, YOU AGREE TO BE LEGALLY BOUND BY THIS AGREEMENT.
Digital Marcus is the creator and provider of a service (the "Digital Marcus Service") that permits users to select proprietary audio consisting of licensed and original audio content (collectively, the "Digital Marcus Content") through means including but not limited to Digital Marcus's website, ditigalmarcus.co.uk ("Digital Marcus Site") and to playback such Digital Marcus Content on a computer or hardware device ("Device") using software the user accesses, downloads, or otherwise receives for use in connection with the Digital Marcus Service.
You agree to provide current, complete, and accurate information required to complete your purchase of Digital Marcus Content. You shall not use a false or misleading name or a name that you are not authorised to use. If any information you provide is false, incomplete, or inaccurate, we may terminate your rights to any or all of the Digital Marcus Service. If the information you provide is fraudulent, you may also be subject to criminal and/or civil liability. Digital Marcus does not have access to your payment details, all payments are made via PayPal and/or other such payment providers.
a. When you "checkout" or otherwise "purchase" (referred to herein, collectively as "Purchase") Digital Marcus Content from the Digital Marcus Service, Digital Marcus grants you a limited, revocable, non-exclusive, non-transferable licence to download or stream such Digital Marcus Content to your computer and/or your Device(s) solely for your personal non-commercial use. You shall not copy, reproduce, distribute or use the Digital Marcus Content in any other manner.
You shall not sell, transfer, sub-licence, assign, lease, modify, distribute or publicly perform the Digital Marcus Content in any manner and you shall not exploit it commercially. You should not: (A) decompile, disassemble, or reverse engineer the Digital Marcus Content or attempt to do so; or (B) modify the Digital Marcus Content or create any derivative works there from.
This licence to the Digital Marcus Content you Purchase will continue for as long as your copy of Digital Marcus Content exists pursuant to and in accordance with the terms and conditions of this Agreement.
b. Digital Marcus grants you a limited, revocable, non-exclusive, non-transferable licence to access and make personal non-commercial use of the Digital Marcus Site and not to download (other than page caching) or modify all or any portion of the Digital Marcus Site.
This licence does not include any resale or commercial use of the Digital Marcus Site or its contents; any collection and use of any product listings, descriptions, or prices; any derivative use of the Digital Marcus Site or its contents; any downloading or copying of account information for the benefit of another merchant; or any use of data mining, robots, or similar data gathering and extraction tools.
The Digital Marcus Site and/or any portion of it may not be reproduced, duplicated, copied, sold, resold, visited or otherwise exploited for any commercial purpose without our express written consent. You shall not frame or utilise framing techniques to enclose any trademark, logo or other proprietary information (including images, text, page layout or form) of Digital Marcus, its content providers or its affiliates without express written consent. You shall not use any Meta tags or any other "hidden text" utilising our name or trademarks without our express written consent. Any unauthorised use automatically terminates the permissions and/or licenses granted by us to you.
You are granted a limited, revocable, non-exclusive, non-transferable right to create a hyperlink to the home page of the Digital Marcus Site so long as the link does not portray us, our content providers, our affiliates, or our products or services in a false, misleading, derogatory or otherwise offensive manner. You may not use any Digital Marcus logo or other proprietary graphic or trademark as part of the link without our express written permission.
c. No Other Licence. Except as expressly stated herein, no rights or licenses are granted hereunder.
Prices of all Digital Marcus Services, Digital Marcus Content and services ("Product(s)") are in £ sterling at the price prevailing at the time you place your order. Prices are expressed inclusive of Value Added Tax ("VAT") and any other applicable taxes which will be charged at the current rate. Prices of all Products are subject to change upon notice from us. Such notice may be provided at any time by posting the changes to the Digital Marcus Site or the Digital Marcus Service.
You agree that we may charge your credit and/or debit card via PayPal and/or other such payment providers for any Product and for any additional amounts (including VAT and any other taxes and late fees, as applicable) as may be accrued by or in connection with your Digital Marcus Account(s) (collectively, "Digital Marcus Fees"). You are responsible for the timely payment of all Digital Marcus Fees and for providing Digital Marcus with a valid credit or debit card for payment of all Digital Marcus Fees. You agree that Digital Marcus may use all legal means available to collect Digital Marcus Fees should our attempts to charge your credit or debit card on record fail for any reason. Digital Marcus will charge you for any collection agency and legal fees it pays while collecting Digital Marcus Fees from you.
When you visit Digital Marcus Site or send us e-mails, you are communicating with us electronically. Your use of the Digital Marcus Service includes your ability to enter into agreements and/or to make Purchases electronically. You acknowledge and agree that your electronic submissions constitute your agreement and intent to be bound by such agreements and to pay for your purchases and applies to all electronic communications and records relating to all transactions you enter into on this Digital Marcus Site.
We will exercise reasonable efforts to provide the Digital Marcus Content in a timely manner. On occasion, technical or supplier problems may delay or prevent delivery. You acknowledge and agree that availability of Digital Marcus Content that is not yet created at the time of acceptance of this Agreement (such as time-dated programming) is subject to the creation of such programmes by the supplier. Your exclusive and sole remedy with respect to Digital Marcus Content that is not delivered within a reasonable period, which in any event shall not be longer than 30 days from the date you ordered such Digital Marcus Content, will be a full refund of the price paid for that Digital Marcus Content or if you prefer a replacement of such Digital Marcus Content with comparable programmes.
a. Removal of Digital Marcus Content or other Materials. Notwithstanding any other provision of this Agreement, we reserve the right to remove or disable access to any Digital Marcus Content or other materials comprising a part of the Digital Marcus Service that violate or otherwise allegedly infringe on the copyright or other intellectual property or proprietary rights of any person, company or other entity. We will in no event be liable for the good faith removal of or disabling of access to any such Digital Marcus Content or materials under this Agreement.
b. Copyrights. All copyrights in and to the Digital Marcus Service materials including but not limited to the Digital Marcus Site (including the compilation of content, postings, links to other Internet resources and descriptions of those resources), Digital Marcus Content, or any parts of or content within the Digital Marcus Site and Digital Marcus Content are owned by Digital Marcus and/or its suppliers and/or licensors. The use of any software other than web browsers on or in connection with the Digital Marcus Service, such as products that download the Digital Marcus Site or any of the pages of the Digital Marcus Site, is strictly prohibited and infringes on the copyrights in and to the Digital Marcus service materials. Reproduction or use of the Digital Marcus Service materials in a manner other than as specified in this Agreement may subject you and others to civil and criminal penalties, including possible monetary damages, for copyright infringement.
c. Copyright Infringement. We respect the intellectual property of others. If you believe that your copyrighted materials have been copied in a way that constitutes copyright infringement, please follow the procedure set forth in our Copyright Notice Policy, which is expressly incorporated herein by reference and made a part of this Agreement.
d. Trademarks. Digital Marcus, Digital Marcus.co.uk and other Digital Marcus trademarks, service marks, graphics and logos used in connection with the Digital Marcus Service are trademarks or registered trademarks of Digital Marcus LLP. Other trademarks, service marks, graphics and logos used in connection with the Digital Marcus Service are the trademarks of their respective owners. You are granted no right or licence with respect to any of the above mentioned trademarks and any use of such trademarks, including but not limited to use in connection with any product or service that is not that of the respective trademark owner in any manner that is likely to cause confusion among customers or that disparages or discredits the respective trademark owner, is strictly prohibited.
a. Termination By Digital Marcus. If you fail, or we suspect that you have failed, to comply with any of the provisions of this Agreement, including but not limited to failure to make payment of Digital Marcus Fees due, failure to safeguard your information and password, or violation of the Digital Marcus Content Licence or the Digital Marcus Site Access Licence at its sole discretion, may:
A. terminate this Agreement and/or your Digital Marcus Account and you will remain liable for all amounts due under your Digital Marcus Account up to and including the date of termination; and/or
B. terminate the Digital Marcus Content License and/or the Digital Marcus Site Access Licence
C. preclude access to the Digital Marcus Service (or any part thereof). We will notify you if we take any of the foregoing actions.
b. Termination of the Service. We reserve the right to modify, suspend or discontinue the Digital Marcus Service (or any part thereof) or any Digital Marcus Content (or any part thereof) at any time with or without notice to you, and we will not be liable to you or to any third party should we exercise such rights. In the event that we exercise such right, you may be entitled to a refund, in our sole discretion, depending upon Purchases you have made from the Digital Marcus Service.
The Digital Marcus Service is controlled and operated by us from our offices within the United Kingdom. You agree to comply with all domestic and/or foreign government export and/or import laws, rules, policies, procedures, restrictions and regulations that apply to your use of the Digital Marcus Service, including in relation to the export or re-export into (or to a national or resident of) any country to which the United Kingdom and/or other members of the European Union embargo[es] goods or to anyone who has been prohibited from participating in export transactions.
Certain content, Digital Marcus Content, products and services available via the Digital Marcus Service may include materials from third parties. In addition, we may provide links to certain third party websites.
You acknowledge and agree that we have little or no control over, and are not responsible for examining or evaluating the content or accuracy of any such third party material or websites.
Digital Marcus does not warrant or endorse and does not assume and will not have any liability or responsibility for any third party materials or websites, or for any other materials, products or services of third parties. You should carefully review the privacy policies and other website terms and conditions of use and/or their product terms and conditions. You will be bound by such terms and conditions when entering a third party website and/or purchasing other third party products.
Except as expressly provided herein, the Products Purchased are provided "AS IS" and "AS AVAILABLE".
The Digital Marcus Service is only warranted as stated below:
Digital Marcus warrants that the media in which the Digital Marcus Content is provided (e.g. the electronic file transmitted to you) and in general the Goods supplied by Digital Marcus will be generally free from material defects in workmanship and materials on delivery.
Digital Marcus warrants that the Digital Marcus Content that you licence directly through the Digital Marcus Service will be of a quality suitable for human listening and will consist of the Digital Marcus Content that was offered via the Digital Marcus Service.
There is no warranty, express or implied, on the content, quality, or technical compatibility of audio materials and information services downloaded through the Digital Marcus Service but not under the control of Digital Marcus.
The foregoing warranties do not cover defects caused by viruses, disabling codes, Trojan horses, worms, time bombs, cancelbots or other computer programming routines or engines that are intended to damage, destroy, disrupt or otherwise impair a computer's functionality or operation which may be transferred to your computer via the Digital Marcus Service, accident, mishandling, misuse, improper installation, service or maintenance, modification of the Digital Marcus Content or the media on which the Digital Marcus Content are furnished, or the user's lack of the necessary hardware/software.
No Digital Marcus employee, agent, dealer, distributor, or reseller is authorised to make any modification or addition to the warranties stated in this paragraph. The express warranties stated above are in lieu of all other warranties, express or implied or statutory which are excluded to the extent permitted by law.
If you find a defect in Digital Marcus Content that you have downloaded or attempted to download from the Digital Marcus Site or if the Digital Marcus Content is incomplete or not as warranted above, your sole remedy is to inform us of the defect within seven (7) days of first downloading the material. You will be asked to document the defect. Digital Marcus will then consult with you on proper downloading procedures and hardware requirements. If, thereafter, you are still unable to download a working copy of Digital Marcus Content, you may attempt at a later time to download a new copy of the Digital Marcus Content, or Digital Marcus will provide you with a credit on your Digital Marcus Account for the defective material, as determined by Digital Marcus in its sole discretion.
To the fullest extent permitted by law in no event shall Digital Marcus have any liability whatsoever to you or any third party for any lost profits, records or data, interruption of service, or loss of business or business opportunities, loss of revenue, loss of anticipated savings, wasted expenditure, including without limitation, damages that may have been caused by a virus or other data corruption problem resulting from access to, downloading from or use of the Digital Marcus Service, Digital Marcus Site and purchase of any items on Digital Marcus Site.
In no event shall Digital Marcus have any liability whatsoever arising out of any misuse of passwords or arising out of its good faith removal or disabling of any Digital Marcus Content or discontinuation of any Digital Marcus Service. Subject to the availability of the Digital Marcus Content and Digital Marcus's limited express warranty herein, Digital Marcus is not responsible for any claims involving the timeliness, accuracy, completeness, or reliability of the Digital Marcus Content you download or otherwise access from or through the Digital Marcus Service.
With respect to any cause of action brought under any theory, including but not limited to tort and contract, in no event shall Digital Marcus or any of its suppliers or licensors be liable to you or any third party for any indirect, incidental, consequential, punitive or special damages, arising in connection with or related to use or inability to use Digital Marcus Site, Digital Marcus Content or the Digital Marcus Service, or any other item supplied by Digital Marcus even if advised of the possibility of such damages.
In no event shall Digital Marcus be liable for any direct damages arising in connection with the Digital Marcus Service (or any part thereof) and the maximum liability will be the price paid by you for the Digital Marcus Content.
Nothing in this Agreement excludes or limits our liability for personal injury or death caused by our negligence.
You agree to indemnify and hold harmless Digital Marcus, its affiliates, subsidiaries, shareholders, officers, members and directors, agents, employees, and partners without any limit any and all liability, loss, damage, costs and expenses (including legal expenses) awarded against, incurred by or paid or payable by Digital Marcus resulting at any time from any third party claim or demand, due to or arising out of your breach of this Agreement and/or your use of the Products.
Nothing in this Agreement affects your statutory rights, either as a consumer or otherwise.
This Agreement shall be governed and construed in accordance with the laws of England and you submit to exclusive jurisdiction of the English courts notwithstanding the jurisdiction where you are based.
We reserve the right, at any time and from time to time, to update, revise, supplement and to otherwise modify this Agreement and to impose new or additional rules, policies, terms or conditions on your use of the Digital Marcus Service and the Digital Marcus Site.
This Agreement constitutes the entire agreement between you and Digital Marcus, and supersedes any prior agreements between you and Digital Marcus, written or oral, with respect to the subject matter herein.
In the event of a direct conflict or inconsistency between the terms of this Agreement, the terms of this Agreement will take precedence with respect to the subject matter of this Agreement.
The failure of Digital Marcus to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, it shall be deemed to be severed and the other provisions will remain in full force and effect.
Digital Marcus will not be deemed to be in breach of its contract with you and will not be responsible for failures to fulfil any obligations due to any event of force majeure including (without limitation) acts of God, civil commotion, riots, flood, drought, fire and legislation or any other causes beyond its control.