ROCK MY WORLD

TERMS AND CONDITIONS OF USE

IMPORTANT! THESE TERMS AND CONDITIONS OF USE ("TERMS OF USE") ARE A LEGAL AGREEMENT THAT GOVERN YOUR USE OF ROCKMYRUN.COM AND OTHER ROCK MY WORLD PLATFORMS (DEFINED BELOW). BY ACCESSING OR USING ROCKMYRUN.COM OR ANY ROCK MY WORLD PLATFORM, YOU ARE INDICATING YOUR ACKNOWLEDGMENT AND ACCEPTANCE OF THESE TERMS OF USE.

Welcome to RockMyRun! RockMyRun is an online hosting service by Rock My World, Inc., a California Corporation, which provides, at the discretion of its users, for the storage and sharing of online content, including music and other digital media. The RockMyRun services include the website www.RockMyRun.com, Rock My Run mobile applications, and related players, widgets, tools, software, social features, personalized content, and other applications, and any other services now known or later developed by Rock My World (the "Rock My World Platforms").

Your Acceptance

Agreement: By using the Rock My World Platforms, you agree to abide by these Terms of Use, the Rock My World Privacy Policy, and any additional terms, rules, regulations, or guidelines posted on the Rock My World Platformss (all of which are incorporated herein and collectively referred to as, these "Terms of Use"). These documents are legally binding agreements between you and Rock My World-please read them carefully. If you do not agree to these Terms of Use, please do not use the Rock My World Platforms.

Authority and Age Restriction: 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 that you are fully able and competent and otherwise possess the legal right and ability to enter into these Terms of Use and use the Rock My World Platforms in accordance with these Terms of Use. In either case, you represent and warrant that you are at least 13 years of age. The Rock My World Platforms are not intended for children under 13.

Changes to the Terms of Use: Rock My World may, in its sole discretion, change the Terms of Use at any time, in which case Rock My World will post the revised Terms of Use on the Rock My World Platforms. By continuing to use the Rock My World Platforms after Rock My World posts any such changes, you accept the Terms of Use as modified.

Changes to the Rock My World Platforms: Rock My World may change, restrict access to, suspend or discontinue the Rock My World Platforms, or any portion of the Rock My World Platforms, at any time in its sole discretion. From time to time, Rock My World may establish general practices, limits, or restrictions concerning the use of the Rock My World Platforms and the posting of materials by users of the Rock My World Platforms.

User Accounts

Accounts: To use the Rock My World Platforms, you must be a registered user. You may register for either a Primary User or Secondary User account ("Accounts"). In general, and without restriction or limitation, Primary Users may upload and access content stored on the Rock My World Platforms and Secondary Users, on either a free or premium basis, may access (but not upload) content stored on the Rock My World Platforms. Rock My World may add, remove, or change the features of any type of Account, may withdraw or introduce new types of Accounts at any time and for any reason, and may change the prices charged for any of its Accounts from time to time. In the event of any change(s) to the pricing or features of any Account to which you have subscribed, you will be notified of such change(s) and you will have a reasonable opportunity to modify, cancel, or renew your Account.

Fees and Payments: Certain features of the Rock My World Platforms are only available to users who register and pay for a Primary User Account or premium Secondary User Account. Your payment will be charged at the time of registration, and then in advance at the beginning of every month thereafter unless you notify Rock My World that you wish to terminate your Account. You may upgrade your Account at any time. If you wish to downgrade or terminate your Account, you may do so effective at the end of the last month for which you have paid. Rock My World will charge fees due in accordance with the payment method you have chosen for your Account. If you are paying by credit or debit card, by designating a card to be billed, you confirm that you are authorized to make such purchase and that you are the holder of such card (i.e. that the card is issued in your name).

Registration and Personal Information: You agree to provide Rock My World with accurate and complete information when you register for an Account, and you agree to update your information to keep it accurate and complete. Your Account will require a unique username and password. You are responsible for all activities that occur under your username and password. You should not provide your username and password to anyone and you have the obligation to protect your username and password from unauthorized use. You must immediately notify Rock My World of any security breach of your Account. Rock My World is not responsible for any losses arising out of the unauthorized use of your Account. Personal information you provide to Rock My World when you create your Account is governed by Rock My World's Privacy Policy. Rock My World reserves the right to take steps it believes are reasonably necessary or appropriate to enforce and verify compliance with any part of these Terms of Use. You agree that Rock My World has the right to disclose any Account information to law enforcement authorities, government officials, and third parties, as Rock My World believes is reasonably necessary or appropriate to enforce and verify compliance with any part of these Terms of Use.

Termination: If you fail, or Rock My World suspects that you have failed, to comply with any of the provisions of these Terms of Use, Rock My World, in its sole discretion, without notice to you, may terminate your Account and disable or prohibit your access to the Rock My World Platforms. You may terminate your Account at any time and Rock My World will stop charging you fees for your Account effective on the first day of the month following its receipt of notice of termination from you. You will not receive a refund for any partial month. Once your Account has been terminated, Rock My World will irretrievably delete any and all content residing in your Account or pertaining to activity from your Account.

Content on the Rock My World Platforms

Content: All content used on and in the Rock My World Platforms and the functionality thereof, including without limitation, the text, software, scripts, source code, graphics, photos, domain names, interactive features and the like, and the trade secrets, trademarks, trade names, service marks and logos contained therein ("Content"), are owned by or licensed to Rock My World and are proprietary and protected by applicable intellectual property law. Except as explicitly permitted by the Terms of Use or the functionality of the Rock My World Platforms, Content may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, modified, adapted, sideloaded, used in derivative works, or otherwise exploited for any other purposes whatsoever without Rock My World's prior written consent. Rock My World may change the Content on the Rock My World Platforms without notice.

Third-Party Material: Certain Content on the Rock My World Platform, in in particular, User Submissions (defined below), include content, products, resources, and services from third parties. Rock My World may provide links, solicitations, advertisements, data, or information related to third parties and their materials. Rock My World has no control over such third parties and their materials, and, as such, you agree that Rock My World does not endorse and is not responsible or liable for any content, accuracy, quality, advertising, products, or other materials from such third parties. You agree that you assume full responsibility when you choose to access third party material or follow any links that lead you to third party websites.

Objectionable Material: You understand that by using the Rock My World Platform, you may encounter material that you may deem to be offensive, indecent, or explicit. Nevertheless, you agree to use the Rock My World Platform at your sole risk and you agree that Rock My World has no liability to you for material that may be found to be offensive, indecent, or objectionable.

Use of Rock My World Platforms
License for Your Use: Subject to these Terms of Use and only to the extent permitted by your Account and the functionality of the Rock My World Platforms, you are granted a limited, personal, non-commercial, non-exclusive, revocable, non-assignable and non-transferable right to use the Rock My World Platforms in order to access and interact with content on the Rock My World Platform, upload or post User Submissions to the Rock My World Platform, and participate in community areas and interact with other users of the Rock My World Platform.

Restrictions on Your Use: You may not use Rock My World for any illegal purpose or in any manner inconsistent with these Terms of Use. Rock My World reserves the right to restrict or terminate your access to the Rock My World Platforms for any reason at any time, with or without notice to you, as determined by Rock My World in its sole and absolute discretion. Without limitation you agree, represent, and/or warrant that:

Linking: You may include links to Rock My World Platforms provided that (1) you do not replicate the Content, (2) you do not imply that Rock My World is endorsing or sponsoring your website or products, (3) you do not present false information about Rock My World or Rock My World Platforms, (4) your website does not contain illegal content or support, endorse, or encourage piracy or the unauthorized exploitation of intellectual property rights. Notwithstanding the foregoing, Rock My World reserve the right to deny permission to link to Rock My World Platforms for any reason in its sole and absolute discretion.

User Submissions

General: Subject to Account limitations and these Terms of Use, certain users of the Rock My World Platforms may upload and/or post to the Rock My World Platforms digital media as may be permitted from time to time by the Rock My World Platforms, which may include music, audio, text, photos, press kits, user profile information, ratings, commentary, and other digital content, data or information supplied by you and other users ("User Submissions"). By uploading or posting User Submissions, you acknowledge that Rock My World will store User Submissions on its servers through an automatic process for use in the Rock My World Platforms and that Rock My World does not review, approve, or otherwise assist in the creation of User Submissions. You are solely responsible for your User Submissions and for the consequences of uploading or posting. You understand that Rock My World does not guarantee any confidentiality with respect to any User Submissions. Rock My World assumes no responsibility or liability for the deletion, corruption, or loss of any User Submissions or its failure to receive or store User Submissions for any reason, including, without limitation, malfunctioning of any network, hardware or software. Removal of User Submissions from your Account or profile will not automatically result in the deletion of the relevant files from Rock My World's systems and servers. Once a User Submission is uploaded to the Rock My World Platforms, Rock My World is not obligated to ensure the deletion of the content from any servers or systems operated by Rock My World, or to require that any user delete any specific material.

Rights: You retain all of your ownership rights in your User Submissions. However, by submitting the User Submissions to the Rock My World Platform, you grant Rock My World a worldwide, non-exclusive, royalty-free, sublicenseable, transferable, perpetual, and irrevocable license to use, reproduce, distribute, prepare derivative works of, display, and perform your User Submissions for any purpose whatsoever in connection with the Rock My World Platforms, including without limitation for promoting and redistributing part or all of the Rock My World Platforms (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each user of the Rock My World Platforms a non-exclusive license to access your User Submissions through the Rock My World Platforms, and to use, reproduce, distribute, prepare derivative works of, display and perform such User Submissions as permitted through the functionality of the Rock My World Platforms and under these Terms of Use.

Representations and Warranties: In addition to the general restrictions on your use of the Rock My World Platforms above, for each of your User Submissions and without limitation, you agree, represent, and/or warrant that:

Infringement and Repeat Infringer Policy: Rock My World does not permit copyright infringing activities or infringement of intellectual property rights on the Rock My World Platforms, and Rock My World will remove all User Submissions if properly notified that such User Submission infringes on another's intellectual property rights. Rock My World will also terminate a user's access to the Rock My World Platforms, if Rock My World determines, in its sole discretion, that the user is a repeat infringer. A repeat infringer is a user who has been notified of infringing activity more than twice and/or has had a User Submission removed from the Rock My World Platforms more than twice. Rock My World also reserves the right to decide whether a User Submission is appropriate and complies with these Terms of Use for violations other than copyright infringement and violations of intellectual property law, such as, but not limited to, pornographic, obscene or defamatory material, or excessive length. Rock My World may remove such User Submissions and/or terminate a user's access for uploading such material in violation of these Terms of Use at any time, without prior notice and at its sole discretion. Rock My World reserves the right to monitor, investigate, and take appropriate action in its sole discretion against anyone who violates these Terms of Use.

DMCA Copyright Agent

Its DMCA Agent: If you are a copyright holder who believes that any of the products, services or Content which are directly available via the Rock My World Platforms contains infringing copies of your work, please notify Rock My World. Pursuant to The Digital Millennium Copyright Act, 17 United States Code 512(c)(3) ("DMCA"), a notice of alleged copyright infringement should be sent to Rock My World's designated copyright agent at the following address ("Rock My World's Agent"):

DMCA Agent
Rock My World, Inc.
101 W. Broadway, Suite 1120
San Diego, CA 92101
E-Mail: DMCA@RockMyRun.com

DMCA Notification: A notification of claimed copyright infringement ("DMCA Notification") must be addressed to Rock My World's Agent and must include the following:

DMCA Counter Notification: The user who uploaded the material that is the subject of a DMCA Notification may file a counter notification. Counter-notifications should be sent to Rock My World's Agent and must include the following:

Please note that under Section 512(f) of the DMCA, any person who knowingly materially misrepresents that material was removed or disabled by mistake or misidentification may be subject to liability.

Once Rock My World receives a counter notification, Rock My World will forward it to the party who submitted the original claim of infringement. Please understand that your personal information will be included. You consent to having your information forwarded in this way by submitting a counter notification. After Rock My World sends the counter notification, the original claimant must notify Rock My World within 10 days that they have filed an action seeking a court order to restrain you from engaging in infringing activity relating to the material on the Rock My World Platforms. If Rock My World receives such notification Rock My World will be unable to restore the material. If Rock My World does not receive such notification, Rock My World may reinstate the material in its sole discretion.

Disclaimer of Warranties

YOUR USE OF, OR INABILITY TO USE, THE ROCK MY WORLD PLATFORMS IS AT YOUR SOLE RISK. THE ROCK MY WORLD PLATFORMS ARE PROVIDED ON AN "AS IS," "WITH ALL FAULTS," AND "AS AVAILABLE" BASIS.

ROCK MY WORLD, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND IN CONNECTION WITH THE ROCK MY WORLD PLATFORMS AND YOUR USE THEREOF, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

WITHOUT LIMITATION ROCK MY WORLD MAKES NO REPRESENTATION OR WARRANTIES WITH RESPECT TO AND ASSUMES NO LIBILITY FOR (1) ERROR, MISTAKES, OR INACCURACIES OF CONTENT; (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE ROCK MY WORLD PLATFORMS; (3) ANY UNAUTHORIZED ACCESS TO ITS USE OF ITS SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANICAL INFORMATION STORED THEREIN; (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE ROCK MY WORLD PLATFORMS; (5) ANY BUGS, VIRUSES, TORGAN HORSES, OR THE LIKE WITH MAY BE TRANSMITTED TO ITS THROUGH THE ROCK MY WORLD PLATFORMS BY ANY THIRD PARTY; (6) ANY ERROR OR OMISSION IN ANY CONTENT OR FORAN LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVALIABLE VIA THE ROCK MY WORLD PLATFORMS.
ROCK MY WORLD IS NOT RESPONSIBLE FOR EXAMINING OR EVALUATING THE CONTENT OR ACCURACY OF THE THIRD PARTY MATERIAL, INCLUDING USER SUBMISSIONS AND ADVERTISING, FOR ANY REASON WHATSOEVER. YOU AGREE THAT ROCK MY WORLD WILL NOT BE LIABLE FOR YOUR RELIANCE ON, ACCESS TO, USE OF, OR DOWNLOADING OF MATERIAL AVAILABLE FROM, BY, OR THROUGH A THIRD PARTY.

Limitation of Liability

IN NO CASE SHALL ROCK MY WORLD, ITS PARENT ENTITY, DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, SUBSIDIARIES, AGENTS, CONTRACTORS, LICENSEES, OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL; DATA OR OTHER INTANGIBLE LOSSES (EVEN IF ROCK MY WORLD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM THE USE OR THE INABILITY TO USE THE SERVICE; UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR ACCOUNT; ANY ERRORS OR OMISSIONS IN ANY CONTENT; STATEMENTS OR CONDUCT OF ANY THIRD PARTY; OR ANY OTHER MATTER RELATING TO THE SERVICE, ROCK MY WORLD, AND CONTENT.
ROCK MY WORLD SHALL USE REASONABLE EFFORTS TO PROTECT INFORMATION SUBMITTED BY YOU IN CONNECTION WITH THE ROCK MY WORLD PLATFORMS, BUT YOU AGREE THAT YOUR SUBMISSION OF SUCH INFORMATION IS AT YOUR SOLE RISK, AND ROCK MY WORLD HEREBY DISCLAIMS ANY AND ALL LIABILITY TO YOU FOR ANY LOSS OR LIABILITY RELATING TO SUCH INFORMATION IN ANY WAY.
IN NO EVENT WILL THE AGGREGATE OF EACH OF ROCK MY WORLD, ITS PARENT ENTITY, SUBSIDIARIES, DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, LICENSEES, AND LICENSORS' LIABILITY FOR ANY AND ALL OF YOUR CLAIMS, OR ANY THIRD PARTY CLAIMS, AGAINST ROCK MY WORLD, ARISING OUT OF OR RELATED TO, DIRECTLY OR INDIRECTLY, THE PERFORMANCE OR NONPERFORMANCE PURSUANT TO THESE TERMS OF USE OR BY THE NEGLIGENCE, ACTIVE OR PASSIVE, OF ROCK MY WORLD, OR YOUR ACCESS TO OR USE OF OR INABILITY TO USE THE SERVICE, EXCEED THE PRICE PAID BY YOU TO ROCK MY WORLD FOR THE MOST RECENT SIX MONTHS OF SERVICE IMMEDIATELY PRIOR TO THE SPECIFIC EVENT WHICH GAVE RISE TO THE APPLICABLE DAMAGE OR LOSS. YOU AGREE THAT THIS LIMITATION OF LIABILITY REPRESENTS A REASONABLE ALLOCATION OF RISK. THIS ALLOCATION OF RISK AND THE DISCLAIMER OF WARRANTIES HEREIN ARE A FUNDAMENTAL ELEMENT OF THESE TERMS

Indemnity and Waiver

You agree to indemnify and hold Rock My World, its parent entity, subsidiaries, affiliates, directors, officers, employees, agents, contractors, licensees, and licensors harmless with respect to any claims, costs, demands, liabilities, judgments, settlements, and expenses (including attorneys' fees) arising out of your breach of these Terms of Use, your use of the Rock My World Platforms, your violation of any third party right, including without limitation any copyright, property, or privacy right, any claim that your User Submissions caused damage to a third party, or any action taken by Rock My World as part of its investigation of a suspected violation of these terms of use or as a result of its finding or decision that a violation of these terms of use has occurred. This means that you cannot sue or recover any damages from Rock My World, its parent entity, directors, officers, employees, affiliates, subsidiaries, agents, contractors, licensees, and licensors as a result of its decision or indecision to remove any information or content, to warn you, to suspend or terminate your access to the service, to take any action, or the failure to take any action, including but not limited to during the investigation of a suspected violation or as a result of Rock My World's conclusion that a violation of these terms of use has occurred.

Miscellaneous

Sole Remedy: Your sole remedy as a result of any breach or alleged breach of the Terms of Use is limited to your ability to cancel any agreement you entered into with Rock My World. By entering these Terms of Use, you waive any and all claims you may have against Rock My World, its officers, directors, employees, contracts, agents, suppliers, and programmers, which currently exist or accrue anytime hereafter.

Dispute Resolution: You agree to provide Rock My World with written notice of any dispute, claim, or controversy, of any sort or nature, arising out of the use of Rock My World or the Rock My World Platforms, within 30 days after any such claim, dispute, or controversy arises. You must provide written notice via certified mail, return receipt requested, to:

Rock My World, Inc.
101 W. Broadway, Suite 1120
San Diego, CA 92101

Any failure to strictly follow the procedures delineated in this section shall constitute an unconditional waiver of any dispute, claims, or controversy that may exist or you may have against Rock My World, its affiliates, subsidiaries, parent entity, licensors, licensees, officers, directors, employees, contracts, agents, suppliers, and programmers. You agree to pay Rock My World's reasonable attorneys' fees for defending a lawsuit in which the dispute resolution procedure, as defined in this paragraph, has not been strictly followed.

Disputes With Other Users: If there is a dispute between persons who are users of Rock My World Platforms, or between a Rock My World Platform user and any third party, you understand and agree that Rock My World are under no obligation to become involved in any respect. In the event that you have a dispute with one or more other Rock My World Platform users, you release Rock My World and, its officers, employees, agents, representatives and successors from any and all claims, demands and damages of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and/or the Rock My World Platforms.

Arbitration: Any and all questions, differences, controversies, claims, or disputes arising out of or in connection with the Rock My World Platforms or these Terms of Use shall be finally settled in accordance with the rules then enforced of the CPR Institute Rules for Non-Administered Arbitration of Business Disputes (the "CPR Rules") by three (3) independent and impartial arbitrators. Any judgment upon any award rendered by the arbitrators may be entered in any state or federal court located in San Diego County, California. The party desiring arbitration shall so notify the other party, in writing, in accordance with the aforesaid rules and such notice shall be accompanied by the name of the arbitrator selected by the party serving such notice. A second arbitrator shall be chosen by the other party, and the third arbitrator, who shall serve as the chair of the arbitration panel, shall be appointed in accordance with the CPR Rules. If a party fails to select an arbitrator and to advise the other party of its selection, in writing, within seven (7) days after receipt by such party of the written notice of intent to arbitrate, the second arbitrator will be selected in accordance with the CPR Rules. All arbitration proceedings and hearings shall be held in San Diego, California in the United States. Arbitration is the sole exclusive remedy of the parties of any controversy hereunder, and this arbitration clause shall be construed in accordance with the laws of the State of California in the United States., without reference to choice of law principles, and shall be deemed to be a mandatory submission to arbitration under the provisions of said laws. In any such action, the prevailing party shall be entitled to recover all legal expenses incurred in connection with the action, including but not limited to its costs and reasonably attorney's fees.

Controlling Law: The Rock My World Platforms are operated by Rock My World from its offices in San Diego, California in the United States. The validity, construction, and performance of these Terms of Use shall be governed by and construed in accordance with the laws of the State of California, without reference to choice of law principles. Access to the Rock My World Platforms from territories where access to or use thereof illegal is strictly prohibited. Rock My World makes no representation that the Rock My World Platforms are appropriate or available outside of the United States. Those who access or use the Rock My World Platforms from other jurisdictions do so at their own volition and are responsible for compliance with local law. You expressly agree that exclusive jurisdiction for any claim or dispute with Rock My World, the Terms of Use, or relating in any way to your use of the Rock My World Platforms resides in the federal and state courts located in San Diego County, California. You agree to and consent to jurisdiction and venue in the Superior Court of San Diego County. You agree to waive any defense pertaining to jurisdiction and venue. In the event any provision hereof shall be held by a tribunal of competent jurisdiction to be contrary to law, the remaining provisions of these Terms of Use shall remain in full force and effect.

General: These Terms of Use constitute the entire agreement between you and Rock My World with respect to your use of the Rock My World Platforms, and replaces and supersedes all other agreements or understandings between you and Rock My World. Failure by Rock My World to enforce any provision of these Terms of Use shall not be construed as a waiver of any provision or right. Nothing in these Terms of Use shall be deemed to confer any third-party rights or benefits. These Terms of Use, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Rock My World without restriction. If any provision of these Terms of Use, or any portion thereof, is held to be invalid and unenforceable, then the remainder of these Terms of Use shall nevertheless remain in full force and effect.

Last updated: July 2011