This Terms of Use Agreement ("Agreement") sets forth the legally binding terms for your use of the UM Music Store. By using the UM Music Store, you agree to be bound by this Agreement, whether you are a "Visitor" (which means that you simply browse the UM Music Store Website) or you are a "Member" (which means that you have registered with UMMusicstore.com). The term "User" refers to a Visitor or a Member.

You are only authorized to use the UM Music Store (regardless of whether your access or use is intended) if you agree to abide by all applicable laws and to this Agreement. Please read this Agreement carefully and save it. If you do not agree with it, you should leave the UM Music Store Website and discontinue use of the UM Music Store immediately. If you wish to become a Member, communicate with other Members and make use of the UM Music Store, you must read this Agreement and indicate your acceptance during the Registration process.

This Agreement includes UMMusicstore.com's policy for acceptable use of the UM Music Store  and Content posted on the UM Music Store, your rights, obligations and restrictions regarding your use of the UM Music Store and the site Privacy Policy.
UMMusicstore.com may modify this Agreement from time to time and such modification shall be effective upon posting on the UM Music Store. You agree to be bound to any changes to this Agreement when you use the UM Music Store after any such modification is posted.  It is therefore important that you review this Agreement regularly to ensure you are updated as to any changes.
Please choose carefully the information you post on UMMusicstore.com and that you provide to other Users. Your UMMusicstore.com profile may not include the following items: telephone numbers, street addresses, last names, and any photographs containing nudity, or obscene, lewd, excessively violent, harassing, sexually explicit or otherwise objectionable subject matter. Despite this prohibition, information provided by other UMMusicstore.com Members (for instance, in their Profile) may contain inaccurate, inappropriate, offensive or sexually explicit material, products or services, and UMMusicstore.com assumes no responsibility or liability for this material. If you become aware of misuse of the UM Music Store by any person, please contact us immediately.
UMMusicstore.com reserves the right, in its sole discretion, to reject, refuse to post or remove any posting by you, or to restrict, suspend, or terminate your access to all or any part of the UM Music Store  at any time, for any or no reason, with or without prior notice, and without liability.

Eligibility.
Use of and Membership in the UM Music Store is void where prohibited. By using the UM Music Store, you represent and warrant that (a) all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are 18 years of age or older; and (d) your use of the UM Music Store  does not violate any applicable law or regulation. Your profile may be deleted and your Membership may be terminated without warning, if we believe that you are under 18 years of age.

Sign up
When you sign up to become a Member, you will also be asked to choose a password. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the account, username, or password of another Member at any time or to disclose your password to any third party.

Content posted on UMMusicstore.com
UMMusicstore.com does not claim any ownership rights in the text, files, images, phoTerms Of Service, video, sounds, musical works, works of authorship, or any other materials (collectively, "Content") that you post to the UM Music Store . After posting your Content to the UM Music Store, you continue to retain all ownership rights of such Content, and you continue to have the right to use your Content in any way you choose. By displaying or publishing ("posting") any Content on or through the UM Music Store, you hereby grant to UMMusicstore.com a limited license to use, modify, publicly perform, publicly display, reproduce, and distribute such Content.
Without this license, UMMusicstore.com would be unable to provide the UM Music Store. For example, without the right to modify Member Content, UMMusicstore.com would not be able to format Content to satisfy technical requirements, and without the right to publicly perform Member Content, UMMusicstore.com could not allow Users to listen to music posted by Members. The license you grant to UMMusicstore.com is non-exclusive (meaning you are free to license your Content to anyone else in addition to UMMusicstore.com), fully-paid and royalty-free (meaning that UMMusicstore.com is not required to pay you for the use on the UM Music Store  of the Content that you post), sub-licensable (so that UMMusicstore.com is able to use its affiliates and subcontractors such as Internet content delivery networks to provide the UM Music Store ), and worldwide (because the Internet and the UM Music Store  are global in reach).  This license will terminate at the time you remove your Content from the UM Music Store.  

Disclaimers.
UMMusicstore.com is not responsible for any incorrect or inaccurate Content posted on the UM Music Store or in connection with the UM Music Store, whether caused by Users of the UM Music Store or by any of the equipment or programming associated with or utilized in the UM Music Store.  Profiles created and posted by Members on the UM Music Store may contain links to other websites.  UMMusicstore.com is not responsible for the Content, accuracy or opinions expressed on such websites, and such websites are in no way investigated, monitored or checked for accuracy or completeness by UMMusicstore.com.  Inclusion of any linked website on the UM Music Store does not imply approval or endorsement of the linked website by UMMusicstore.com.

 (a) DISCLAIMER OF WARRANTIES. URBAN MELODIES PROVIDES THE SITE AND UM MUSIC STORE SERVICE ON AN "AS IS" AND "AS AVAILABLE" BASIS. UM MUSIC STORE DOES NOT REPRESENT OR WARRANT THAT THE SITE, UM MUSIC STORE 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. UM MUSIC STORE MAKES NO WARRANTIES OTHER THAN THOSE MADE EXPRESSLY IN THESE TERMS OF SERVICE, 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. UM MUSIC STORE 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 UM MUSIC STORE 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 TERMS OF SERVICE OR IN CONNECTION WITH YOUR INDEMNITY OBLIGATIONS UNDER THESE TERMS OF SERVICE, IN NO EVENT WILL THE LIABILITY OF EITHER PARTY IN CONNECTION WITH THESE TERMS OF SERVICE EXCEED THE GREATER OF (i) THE AMOUNT PAID OR PAYABLE BY UM MUSIC STORE TO YOU DURING THE SIX MONTHS IMMEDIATELY PRECEDING THE EVENT THAT GIVES RISE TO SUCH LIABILITY OR (ii) $100.

Indemnification. You will indemnify and hold UM Music Store 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 Terms Of Service. If you have to indemnify UM Music Store under this Section, UM Music Store 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 UM Music Store's express written permission.

Notice. All notices required or permitted to be given under these TERMS OF SERVICE will be in writing and delivered to the other party by any of the following methods: (i) U.S. mail, (ii) overnight courier, or (iii) electronic mail. If you give notice to UM Music Store, you must use the following addresses: UM Music Store, c/o Urban Melodies, 9175 Kiefer Blvd., #249, Sacramento, CA 95826 or info@urbanmelodies.com. If UM Music Store provides notice to you, UM Music Store will use the contact information provided by you to UM Music Store. All notices will be deemed received as follows: (i) if by delivery by U.S. mail, seven (7) business days after dispatch, (ii) if by overnight courier, on the date receipt is confirmed by such courier service, or (iii) 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. All disputes arising out of, relating to or connected with these Terms Of Service or your use of any part of the UM Music Store Service will be exclusively resolved under confidential binding arbitration held in Los Angeles County, California before and in accordance with the Rules of the American Arbitration Association, by a sole arbitrator applying California 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 TERMS OF SERVICE will be joined to an arbitration involving any other party subject to these TERMS OF SERVICE, 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 Los Angeles County, California, and each party hereby irrevocably submits to the personal jurisdiction of such court. By entering into these TERMS OF SERVICE, 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 TERMS OF SERVICE or your use of any part of the UM Music Store Service must be asserted individually.

Miscellaneous. These TERMS OF SERVICE 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 California without reference to conflict of law principles. These TERMS OF SERVICE will not be assignable or transferable by you without the prior written consent of UM Music Store. These TERMS OF SERVICE (including all of the policies and other Agreements described in this TERMS OF SERVICE, 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 TERMS OF SERVICE 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 UM Music Store are independent contractors, and no agency, partnership, joint venture, or employee-employer relationship is intended or created by these TERMS OF SERVICE. The invalidity or unenforceability of any provision of these TERMS OF SERVICE will not affect the validity or enforceability of any other provision of these TERMS OF SERVICE, all of which will remain in full force and effect.