Grooveshark

Article 0: Preliminary Terms

Entering into this Agreement: This End User License Agreement constitutes a valid and binding agreement between Escape Media Group Inc. (”EMG”) and yourself (”You” or “you”). You enter into this Agreement by clicking on the ACCEPT button in order to install and use EMG’s SharkByte Client Software Application. By installing and continuing to use EMG’s SharkByte Client Software Application, you agree to be bound by the terms of this Agreement, and any agreement mentioned within this document, and any new versions of this document hereof.

Jurisdiction’s Restrictions: You represent and warrant that you are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in this End User License Agreement, and to abide by and comply with this End User License Agreement and have obtained all necessary third-party consents, licenses and permissions necessary to enter into and fully perform your obligations herein. In any case, you affirm that you are over the age of 13, as EMG’s SharkByte Client Software Application is not intended for children under 13. If you are under 13 years of age, then please do not use the SharkByte Software Application as you are not granted permission to do so.

Article 1: Definitions

In this Agreement the following definitions are being used, singular as well as plural.

Affiliate: any corporation, company or other entity that directly or indirectly controls, is controlled by, or is under common control with, EMG. For the purpose of this definition, the word “control” shall mean the direct or indirect ownership of more than fifty percent (50%) of the outstanding voting stock of the corporation, company, or other entity.
Agreement: this End User License Agreement, as may be renewed, modified and/or amended from time to time.
Documentation: any online or otherwise enclosed documentation provided by EMG.
Effective Date: the date on which this Agreement is entered into by clicking on the ACCEPT button as stated above.
IP Rights: any and all intellectual property rights, including but not limited to copyrights, trademarks and patents, as well as know -how and trade secrets contained in or relating to the SharkByte Client, the Documentation, or the EMG Website.
Password: refers to a code you select, which, in combination with the User ID, gives you access to your user Account.
EMG or Escape Media Group Inc: refers Delaware to the company established under the laws of, with its address at 201 SE 2nd Ave Ste 209, Gainesville, FL 13260, USA.
SharkByte Client: the software, as well as any future programming fixes, updates or upgrades distributed by EMG, that in conjunction with grooveshark.com transfers files between members of the grooveshark.com website, or members of the grooveshark.com website and any devices EMG employs to facilitate or augment its hosting of the grooveshark.com website.
EMG Staff: the officers, directors, employees and agents of EMG or its Affiliates, or any other persons hired by EMG or its Affiliates.
Terms of Service: the document located at www.grooveshark.com/tos.php that all members of grooveshark.com must agree to be bound by, which dictates the use of grooveshark.com.
UI: the user interface of the SharkByte Client Software.
User Account: refers to the account with User ID and Password that you create for your use of the SharkByte Client Software;
User ID: refers to an identification code you selected, which in combination with the password, gives access to your user account;
Member: refers to someone with a user account on grooveshark.com that has agreed to the Terms of Service.
You: you, the end user of the SharkByte Client Software, also used in the form "your" where applicable.
grooveshark.com: the website located at www.grooveshark.com that uses and interacts with the SharkByte Client to allow members the ability to transfer and/or purchase media.
Privacy Policy: http://www.grooveshark.com/privacy the document located at that governs the use of information about, and generated from, users of grooveshark.com and the SharkByte Client
Upload Folder: the folder or location you choose on the computer you install the SharkByte Client on, where any and all music files in this folder or location will be made available to stream and/or buy on the grooveshark.com website.

Article 2: License and Restrictions

License. Subject to the terms of this Agreement, EMG hereby grants you a limited, personal, non-commercial, non-exclusive, non-sublicensable, non-assignable, free -of -charge license to download, install and use the SharkByte Client Software on your computer.
No Modifications. You will not undertake, cause, permit or authorize the modification, creation of derivative works, translation, reverse engineering, decompiling, disassembling or hacking of the SharkByte Client or any part thereof.
Software Updates. EMG, in its sole discretion, reserves the right to add additional features or functions, or to provide programming fixes, updates and upgrades, to the SharkByte Client. This may be done automatically in a fashion where you may not be able to opt out of the update. You acknowledge and agree that EMG has no obligation to make available to you any subsequent or preceding versions of the SharkByte Client. You also agree that you may have to enter into a renewed version of this Agreement, in the event you want to download, install or use a new version of the SharkByte Client Software. Furthermore, you acknowledge and agree that EMG, in its sole discretion, may modify, discontinue, or suspend your ability to use any version of the SharkByte Client Software, and/or disable any SharkByte Client Software you may already have accessed or installed without any notice to you, for the repair, improvement, and/or upgrade of the underlying technology or for any other justifiable reason, including but not limited to, circumstances where you, at EMG’s discretion, are in breach of this Agreement, are in breach of the Terms of Service for grooveshark.com www.grooveshark.com/tos.php, which can be found at, or engaging in fraudulent, immoral or illegal activities, or for other similar reasons. EMG will not accept any liability in relation to the direct or indirect damages caused by (1) the release and/or the absence of release of new versions of the SharkByte Client Software and (2) by the suspension or termination of the license or this Agreement by EMG and/or by you.

Article 3: Definitions to License Restrictions and Additional Terms

Distribution of SharkByte Client Software. You are not allowed to distribute the SharkByte Client Software under this Agreement. You will not sell, assign, rent, lease, distribute, export, import, act as an intermediary or provider, or otherwise grant rights to third parties with regard to the SharkByte Client Software or any part thereof.

Article 4: Utilization of Your computer

Utilization of Your Computer. You hereby acknowledge and accept that the SharkByte Client may utilize the hard drive, processor, memory, and bandwidth of the computer (or other applicable device) you are utilizing, for the limited purpose of facilitating the transfer of files between members of the grooveshark.com website, or the transfer of files between the members of grooveshark.com and any devices hosting the grooveshark.com website or any other devices EMG employs to facilitate or augment any part of the SharkByte Client Software or its hosting of the grooveshark.com website.
Protection of Your Computer (resources). You understand that EMG will use commercially reasonable efforts to protect the privacy and integrity of the computer resources (or other applicable device(s)) the SharkByte Client utilizes and of your communication, however, you acknowledge and agree that EMG cannot give any warranties or representations in this respect.
Protection of copyright.You understand and agree to not place or allow to be placed any content which is copyrighted, and owned not represented licensing agreement by a label on the list of labels that EMG currently has awith into your upload folder. Such a list of labels that currently have a licensing agreement www.grooveshark.com/labellist.php with EMG can be located at

Article 5: Confidentiality and Privacy

Your Confidential Information and Your Privacy. EMG is committed to respecting your privacy and the confidentiality of your personal data. The Privacy Policy that is published on the grooveshark.com website at www.grooveshark.com/policy.php dictates the use of your personal data as well as the content contained in your communication(s). Please review and understand this document. If you find any aspect of the Privacy Policy unacceptable do not use the SharkByte Client or the grooveshark.com website, as the acceptance of this End User License Agreement constitutes an agreement between yourself and EMG to knowingly accept and agree to all the terms and provisions of the Privacy Policy.

Article 6: IP Rights

Exclusive Ownership. You acknowledge and agree that any and all IP Rights to or arising from the SharkByte Client are and shall remain the exclusive property of EMG and/or its licensors. Nothing in this Agreement intends to transfer any such IP Rights to, or to vest any such IP Rights in, you. You are only entitled to the limited use of the IP Rights granted to you in this Agreement. You will not take any action to jeopardize, limit or interfere with the IP Rights. You acknowledge and agree that any unauthorized use of the IP Rights is a violation of this Agreement as well as a violation of intellectual property laws, including, without limitation, copyright laws and trademark laws. You acknowledge and understand that all title and IP Rights in and to any third -party content that is not contained in the SharkByte Client, but may be accessed through use of the SharkByte Client, is the property of the respective content owners and may be protected by applicable copyright or other intellectual property laws and treaties.
No Removal of Notices. You agree that you will not remove, obscure, make illegible or alter any notices or indications of the IP Rights and/or EMG’s rights and ownership thereof, whether such notice or indications are affixed on, contained in or otherwise connected to any materials.

Article 7: Communication and Your Use of the SharkByte Client

No Warranties. EMG cannot guarantee that you will always be able to transfer files, or utilize any feature built upon the transferring of files to other grooveshark.com members, nor can EMG guarantee that you can transfer files, or utilize any feature built upon the transferring of files without disruptions, delays, or communication-related flaws. EMG will not be liable for any such disruptions, delays, or other omissions in any transferring of files, or features built upon the transferring of files experienced when the using SharkByte Client.
No Responsibility of Content. You acknowledge and understand that the content of the transfers conducted by the use of the SharkByte Client is entirely the responsibility of the people from whom such content originated. You, therefore, may be exposed to content that is offensive, harmful to minors, indecent or otherwise objectionable. EMG will not be liable for any files transferred by means of the SharkByte Client.
Copyrighted Content. You understand and agree to not share any content which is copyrighted, and not represented by a label on the list of labels that EMG currently has a licensing agreement with. Such a list of labels that currently have a licensing agreement with EMG can be located at www.grooveshark.com/labellist.phpYou acknowledge and agree to only share music via the SharkByte Client that is owned by a label on the list of labels that EMG currently has a with. Such a list of labels that currently have a with EMG can be located at http://alpha.grooveshark.com/labellist.html
Lawful purposes. You acknowledge and agree to use the SharkByte Client solely for lawful purposes. In this respect You may not, without limitation (a) intercept or monitor, damage or modify any communication which is not intended for You, (b) use any type of spider, virus, worm, trojan-horse, time -bomb or any other codes or instructions that are designed to distort, delete, damage or disassemble the SharkByte Client or transfer such code via the SharkByte Client, (c) send any unsolicited commercial communication not permitted by applicable law, or transfer them via the SharkByte Client (d) transfer any material which is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate. (e) transfer any material that is copyrighted and not represented by a label on the list of labels that EMG currently has a licensing agreement with. Such a list of labels that currently have a licensing agreement with EMG can be located at www.grooveshark.com/labellist.php

Article 8: Term and (Consequences of) Termination

Term. This Agreement will be effective as of the Effective Date and will remain effective until terminated by either EMG or you as set forth below.
Termination by EMG. Without limiting other remedies, EMG may limit, suspend, or terminate this license and your use of the SharkByte Client, prohibit access to grooveshark.com and delete your user account and/or user ID, with immediate effect, if EMG thinks that you are in breach of this Agreement, creating problems, creating possible legal liabilities, acting inconsistently with the letter or spirit of our Terms of Service, which can be found at www.grooveshark.com/tos.php, infringing someone else’s intellectual property rights, engaging in fraudulent, immoral or illegal activities, or for other similar reasons. EMG shall effect such termination by providing notice to you to the email address you have provided, and/or by preventing your access to the respective user account. We reserve the right to cancel user accounts that have been inactive for more than one (1) year, where inactive is defined as not logging into the grooveshark.com website or the SharkByte Client with your User Account.
Termination by You. You may terminate this Agreement with immediate effect at any time, with or without cause and without recourse to the courts, provided that you will meet with the conditions as set forth in Article 8.4 below.
Consequences of Termination. Upon termination of this Agreement, you (a) acknowledge and agree that all licenses and rights to use the SharkByte Client shall terminate, and (b) will cease any and all use of the SharkByte Client, (c) will remove the SharkByte Client from all hard drives, networks and other storage media and destroy all copies of the SharkByte Client in your possession or under your control, and (d) acknowledge and accept that additional steps may be required for you to terminate your Agreement to the Privacy Policy and or Terms of Service.
No liability. EMG will not be liable in respect to any damage caused by the termination of this Agreement.

Article 9: Your Representations and Warranties; Indemnification of EMG

Representations. You represent and warrant that you are authorized to enter into this Agreement and comply with its terms. Furthermore, you represent and warrant that you will at any and all times meet with your obligations hereunder, as well as any and all laws, regulations and policies that may apply to the use of the SharkByte Client.
Indemnification. hold harmless You agree to indemnify, defend and EMG, Affiliates and the EMG Staff harmless from and against any and all liability and costs, including reasonable attorneys’ fees incurred by said parties, in connection with or arising out of your (a) violation or breach of any term of this Agreement or any applicable law or regulation, whether or not referenced herein, or (b) violation of any rights of any third party, or (c) use or misuse of the SharkByte Client, or (d) files transferred by means of the SharkByte Client.
Export Restrictions. You acknowledge that the SharkByte Client may be subject to international rules that govern the export of software. You agree to comply with all applicable international and national laws that apply to the SharkByte Client as well as end-user, end-use and destination restrictions issued by national governments.

Article 10: Disclaimer of Warranties

No warranties. THE SHARKBYTE CLIENT SOFTWARE IS PROVIDED “AS IS”, WITH NO WARRANTIES WHATSOEVER; EMG DOES NOT, EITHER EXPRESSED, IMPLIED OR STATUTORY, MAKE ANY WARRANTIES, CLAIMS OR REPRESENTATIONS WITH RESPECT TO THE SHARKBYTE CLIENT SOFTWARE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF QUALITY, PERFORMANCE, NON -INTERFERENCE WITH THE SYSTEM THE SHARKBYTE CLIENT IS RUNNING OR BEING INSTALLED UPON, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR USE OR A PARTICULAR PURPOSE. EMG FURTHER DOES NOT REPRESENT OR WARRANT THAT THE SHARKBYTE CLIENT SOFTWARE WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE AND ERROR-FREE OR WILL OPERATE WITHOUT PACKET LOSS, NOR DOES EMG WARRANT ANY CONNECTION TO OR TRANSMISSION FROM THE INTERNET, OR ANY QUALITY OF TRANSFERS MADE THROUGH THE SHARKBYTE CLIENT SOFTWARE.
Your own Risk. You acknowledge and agree that the entire risk arising out of the use or performance of the SharkByte Client is assumed by Software you, to the maximum extent permitted by law.
Jurisdiction’s Limitations. As some jurisdictions do not allow some of the exclusions or limitations as set forth above, some of these exclusions or limitations may not apply to you. In such event, the liability will be limited as far as legally possible under the applicable legislation.

Article 11: Limitation of Liability

No Liability. The SharkByte Client Software is being provided to you free of charge. ACCORDINGLY, YOU ACKNOWLEDGE AND AGREE THAT EMG, ITS AFFILIATES, ITS LICENSORS AND THE EMG STAFF WILL HAVE NO LIABILITY IN CONNECTION WITH OR ARISING FROM YOUR USE OF THE SHARKBYTE CLIENT SOFTWARE, AS SET FORTH BELOW.
Limitation of Liability. IN NO EVENT SHALL EMG, ITS AFFILIATES, ITS LICENSORS OR THE EMG STAFF BE LIABLE, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER FORM OF LIABILITY, FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION ANY LOSS OF DATA, INTERRUPTION, COMPUTER FAILURE OR PECUNIARY LOSS) ARISING OUT OF THE USE, INSTILLATION, OR INABILITY TO USE THE SHARKBYTE CLIENT SOFTWARE, EVEN IF EMG, ITS AFFILIATES OR THE EMG STAFF HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
ADDITIONALLY IN NO EVENT SHALL EMG, ITS AFFILIATES, ITS LICENSORS OR THE EMG STAFF BE LIABLE, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER FORM OF LIABILITY, FOR ANY MISUSE OF THE SHARKBYTE CLIENT TO TRANSFER COPYRIGHTED MEDIA NOT REPRESENTED by a label on the list of labels that EMG currently has a licensing agreement with. Such a list of labels that currently have a licensing agreement with EMG can be located at www.grooveshark.com/labellist.php
Remedy. YOUR ONLY RIGHT OR REMEDY WITH RESPECT TO ANY PROBLEMS OR DISSATISFACTION WITH THE SHARKBYTE CLIENT SOFTWARE IS TO DEINSTALL/UNINSTALL AND CEASE USE OF SUCH SHARKBYTE CLIENT SOFTWARE.

Article 12: General Provisions

New versions of the Agreement. EMG reserves the right to modify this Agreement at any time by providing such revised Agreement to you through the email address you have provided or by publishing the revised Agreement on the grooveshark.com website. The revised Agreement shall become effective within thirty (30) days of such publishing or provision to you, unless you expressly accept the revised Agreement earlier by clicking on the accept button. The express acceptance by you, or your continued use of the SharkByte Client Software after expiration of the notice period of thirty (30) days, shall constitute your acceptance to be bound by the terms and conditions of the revised Agreement. You can find the latest version of this Agreement at www.grooveshark.com/eula.php
Entire Agreement. The terms and conditions of this Agreement constitute the entire agreement between you and EMG with respect to the subject matter hereof and will supersede and replace all prior understandings and agreements, in whatever form, regarding the subject matter.
Partial Invalidity. Should any term or provision hereof be deemed invalid, void or unenforceable either in its entirety or in a particular application, the remainder of this Agreement shall nonetheless remain in full force and effect.
No waiver. The failure of EMG at any time or times to require performance of any provisions hereof shall in no manner affect its right at a later time to enforce the same unless the same is explicitly waived in writing and signed by EMG.
No Assignment by You. You are not allowed to assign this Agreement or any rights hereunder.
Assignment by EMG. EMG is allowed at its sole discretion to assign this Agreement or any rights hereunder to any Affiliate, without giving prior notice.
Applicable Law. New York, New York This Agreement shall be governed by and construed in accordance with the laws of without giving effect to any conflict of laws or provisions whether contained in New York law or the laws of your current state or country of residence.
Competent Court. New York, New York Any legal proceedings arising out of or relating to this Agreement will be subject to the jurisdiction of the courts of
Language. The original English version of this Agreement may have been translated into other languages. In the event of inconsistency or discrepancy between the English version and any other language version of this Agreement, the English language version shall prevail.
YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND THE RIGHTS, OBLIGATIONS, TERMS AND CONDITIONS SET FORTH HEREIN. BY CLICKING ON THE ACCEPT BUTTON AND/OR CONTINUING TO INSTALL THIS SOFTWARE, YOU EXPRESSLY CONSENT TO BE BOUND BY ITS TERMS AND CONDITIONS AND GRANT TO EMG THE RIGHTS SET FORTH HEREIN.