Taylor Swift Online Community

Licensing Agreement

Welcome to www.taylormix.com. Your use of the MMI2 player, artist-branded MMI2 players and applications, including but not limited to the application “Mix Me In2 Taylor Swift” (the “Taylor App”), and recorded tracks, underlying musical compositions photographs, videos, artwork and any other intellectual property embodied therein or as downloadable content (all collectively hereafter “MMI2”), including your ability to upload music or other intellectual property to www.taylormix.com or to other locations is governed by this “Licensing Agreement” and the “Licensed Application End User License Agreement” (hereafter the “LAEULA”) found at http://www.apple.com/legal/itunes/appstore/us/terms.html including the Privacy Policy found at http://www.apple.com/legal/privacy/.  

By downloading any MMI2 and subsequently using any MMI2 or by uploading music or other intellectual property to www.taylormix.com or to other locations or by your registration as a registered user of www.taylormix.com you are agreeing to be bound by this Licensing Agreement.

“Fried Green Apps” and “Mix Me In” are registered trademarks of Fried Green Apps, Inc. (hereafter “FGA”).  The trademark “Taylor Swift” is exclusively owned by Taylor Swift.

The MMI2 including but not limited to the music and lyrics contained within the Taylor App is subject to copyright, trademark and various intellectual property rights of the copyright holders.  With respect to the underlying musical compositions and original sound recordings released in the Taylor App and available for purchase as downloadable content, the copyright information appears at the end of the scrolling lyrics whenever you use the record function of the Taylor App.

In addition to the LAEULA which you agreed to at the time of purchase of the Taylor App, your use of the Taylor App or any MMI2 contained therein is subject to the terms and conditions of this License Agreement. (i) Your access to and use of any MMI2 within the Taylor App or otherwise is for individual, non-commercial use only;  (ii)   Except for your ability to upload to www.taylormix.com your version(s) of the songs and recordings embodied in the Taylor App or its downloadable content, the republication, broadcast, display, transmission or other distribution or sale of any of the MMI2, including the version(s) of the songs and recordings that you upload, is prohibited, including, without limitation, via email; and  (iii)    FGA has the right to terminate your access to all or any portion of the application service upon discovery of your failure to comply with this Licensing Agreement. (iv)   FGA reserves the right to terminate your service and/or remove any user added content that FGA determines, in its sole discretion, is inappropriate or offensive.  

MMI2, including all artist branded MMI2 players, are owned by FGA and/or Mix Me In Holdings, LLC, (hereafter “MMI”) both of which are located at 655 Engineering Drive, Suite 150 Norcross, GA  30092. FGA and MMI are collectively hereafter referred to as Licensor. Certain intellectual property contained in MMI2, including but not limited to many of the recorded tracks, photographs, videos and other intellectual property are owned by third-parties and legally licensed to FGA and/or MMI to be sold to You for your use and enjoyment as further detailed below.

Please carefully review this Agreement. Please feel free to contact us with any questions at info@friedgreenapps.com

Scope of License:

This license granted to You by Licensor is limited to a non-transferable license to use MMI2 on any iPhone, iPad or iPod touch that You own or control. This use may include the right to record Yourself singing along, or playing an instrment to recorded tracks you purchased (‘User Generated Content‘ or UGC). You may also elect to share access to your UGC with other third parties by sending one copy of the UGC to www.taylormix.com where third parties will be able to stream such UGC. All UGC is subject to all the limitations of this License Agreement. This license does not allow You to use any MMI2 on any iPod touch, iPad or iPhone that You do not own or control, and You may not distribute or make MMI2 available over a network where it could be used by multiple devices at the same time. You may not rent, lease, lend, sell, redistribute or sublicense MMI2. You may not copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of any MMI2, any updates, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any open sourced components included with any MMI2). Any attempt to do so is a violation of Licensor and its licensors' rights. If You breach this restriction, You may be subject to prosecution and damages. The terms of the license will govern any upgrades provided by Licensor that replace and/or supplement any MMI2, unless such upgrade is accompanied by a separate license, in which case the terms of that license will govern.

Consent to Use of Data:

You agree that Licensor may collect and use technical data and related information, including but not limited to technical information about Your device, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support and other services to You (if any). Others related to Licensor may use this information, as long as it is in a form that does not personally identify You, to improve its products or to provide services or technologies to You. You may be allowed to link to third party websites from MMI2 if you so choose. Licensor has no responsibility for any activity, privacy or data collection on any third party website(s) not owned or controlled by Licensor. Your choice to use or access third-party websites from MMI2 is entirely at Your own risk.

Objectionable Content:

You understand that by using any MMI2, You may encounter content that may be deemed offensive, indecent, or objectionable, which content may or may not be identified as having explicit language. Nevertheless, You agree to use MMI2 at Your sole risk and that Licensor nor the owners of www.taylormix.com or www.taylorswift.com shall not have any liability to You for content that may' be found to be offensive, indecent, or objectionable.

Additionally, You agree UGC will not contain any profane, derogatory or libelous content and that any UGC that Licensor believes violates this provision will be immediately removed from the www.taylormix.com and any authorized Licensor server, if any. Additionally, You agree to indemnify and hold Licensor and the owners of www.taylormix.com and www.taylorswift.com harmless for any breach of this or any other provision of this Licensing Agreement as further detailed below.

Intellectual Property:

You agree that all of the MMI2, including without limitation all the content contained within the Taylor App and the recorded tracks, underlying musical compositions, photographs, videos, artwork and other intellectual property are materials owned by Licensor and/or its licensors and not by You. You further acknowledge and agree that all the materials are protected by copyright, trademark and other intellectual property and other laws, and that You will not use the materials in anyway except in compliance with the license You have been granted herein. No portion of MMI2 may be reproduced in any form or by any means, except as expressly permitted hereunder. You agree not to modify, rent, lease, loan, sell, distribute or create derivative works using MMI2 in any manner. THE USE OF MMI2 IN ANY WAY OTHER THAN AS EXPRESSLY GRANTED IN THIS END USER LICENSE AGREEMENT IS STRICTLY PROHIBITED AND INFRINGES ON THE INTELLECTUAL PROPERTY RIGHTS OF LICENSOR AND ITS LICENSORS AND MAY SUBJECT YOU TO CIVIL AND CRIMINAL PENALTIES FOR INTELLECTUAL PROPERTY INFRINGEMENT. Notwithstanding any other provision of this License Agreement, Licensor and its licensors reserve the right to change, suspend, remove or disable access to any MMI2, including content or other materials at anytime without notice to You. In no event will Licensor be liable for removing or disabling access to MMI2 or any part thereof. Furthermore, Licensor, at its sole discretion, may limit You access to MMI2 in part or in whole and will bear no liability to You for such limitations.

If you elect to share your UGC via www.taylormix.com or an authorized Licensor server, if any, you hereby acknowledge and agree that as between You and Licensor, Licensor will own all UGC residing on www.taylormix.com or on Licensor’s server or otherwsie. Licensor will have the right, but not the obligation, to post such content on its website and/or any other third party website.  You acknowledge and expressly agree that the UGC shall, from inception of creation, shall be considered “works made for hire” for Licensor within the meaning of the Copyright Act of 1976 (Title 17, U.S.C.).  You further acknowledges that Licensor is considered the author of the UGC throughout the universe and the exclusive owner of all copyright and related or neighboring rights in the UGC and of all rights comprised in copyright, related or neighboring rights including any extensions or renewals thereof, and that Licensor shall have the right to exercise all rights of copyright owner in perpetuity with respect thereto, including but not limited to all exclusive rights specified in 17 U.S.C. Sec. 106.  If it is determined that any or all of the UGC does not qualify as work(s) made for hire, then such UGC, together with all rights therein throughout the universe (including the sound recording copyright and any renewals or extensions therein), shall be deemed transferred in perpetuity by You to Licensor by this Licensing Agreement.  As between You and Licensor, without limiting the generality of the preceding sentence, Licensor and its designees shall have all rights in the UGC, unrestricted, throughout the universe and in perpetuity.

No Warranty:

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF MMI2 IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MMI2 AND ANY SERVICES PERFORMED OR PROVIDED BY MMI2 ARE PROVIDED "AS IS" AND ‘AS AVAILABLE', WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND LICENSOR HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO ALL MMI2, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. LICENSOR DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF ANY MMI2, THAT THE FUNCTIONS CONTAINED IN, OR SERVICES PERFORMED OR PROVIDED BY, THE LICENSED APPLICATION WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF ANY MMI2 OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN ANY MMI2 OR SERVICES WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY LICENSOR OR ITS AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. SHOULD ANY MMI2 OR SERVICES PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU.

Limitation of Liability:

UNLESS OTHERWISE PROHIBITED BY LAW, LICENSOR SHALL NOT BEAR ANY LIABILITY WHATSOEVER FOR PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE ANY MMI2, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL LICENSOR'S TOTAL LI.ABILITY TO YOU FOR ALL DAMAGES EXCEED THE AMOUNT OF FIFTY US DOLLARS ($50.00), UNLESS OTHERWISE PROHIBITED BY LAW.

Indemnification:

You agree to indemnify and hold harmless Licensor, its officers, directors, employees, contractors and owners from any and all loss, damage or expense (including, but not limited to attorneys fees and costs) which Licensor may incur as a result of liability or claims stemming from or related to Your breach of any of the terms and conditions herein.  The term “Licensor” or “LICENSOR” as used in this paragraph and the two immediately preceding paragraphs in addition to FGA and MMI, expressly includes the owners of www.taylormix.com and www.taylorswift.com.

Jurisdiction:

The laws of the State of Georgia, excluding its conflicts of law rules, govern this License Agreement and Your use MMI2. Your use of MMI2 may also be subject to other local, state, national or international laws.