BY USING THE BANDMATELOOPS.COM WEBSITE, YOU AGREE TO BE BOUND BY THE FOLLOWING TERMS AND CONDITIONS.

1. Use of Sounds. All sounds available from BandmateLoops.com ("Sounds") are licensed, not sold, to You by BandmateLoops.com. BandmateLoops.com is either the owner or master licensee of the Sounds. The payment You make to purchase the Sounds gives You the perpetual, non-exclusive right to incorporate these Sounds in any musical and/or audiovisual production ("Production"), such as a film, television show, advertisement, website, videogame, or other media production, without paying any additional royalties, license fees, or any other fees to BandmateLoops.com or third parties.

You may not distribute, sell, rent, lease, sublicense, assign, or otherwise transfer any of the Sounds except as incorporated in a Production. You may not distribute the Sounds independently of a Production, or with any directions or instructions as to how the Sounds may be extracted from a Production, or with any invitation, suggestion or authorization that the Sounds may be extracted from a Production. You may not alter or delete any "watermark" or other ordinarily imperceptible identifier embedded within the Sounds.

You may not distribute the Sounds, either in native format or reformatted, filtered, re-synthesized or otherwise edited, for use as sounds, multi-sounds, samples, multi-samples, programs or patches in a sampler, sample playback unit, website or computer. The Sounds cannot be used as source playback from ROM or chip sets or embedded in any chip set.

You agree that all information that You provide to BandmateLoops.com at any and all times is accurate, complete and not misleading in any material respect. You will not disclose access codes or passwords used in accessing any area of the BandmateLoops.com website to any other party and will maintain such codes or words as confidential. You will exercise due diligence and maintain strict safeguards on all Sounds received by You from BandmateLoops.com to prevent unauthorized use or distribution thereof. If You become aware of any unauthorized use or distribution of the Sounds, You shall immediately notify BandmateLoops.com via email at mysupport@BandmateLoops.com.comor by phone at 914-736-1393.

2. To facilitate digital delivery of any and all successful electronic purchase(s), you the customer, (deemed 'licensee') may have been granted a temporary download 'license' subject to the Bandmateloops.com terms of service agreement (subject to change at any time).

You are permitted under such electronic retrieval license(s) up to 3 (three) download attempts or approximately 180 days for each deliverable, whichever comes first. All licenses, whether utilized or not may automatically terminate at any time after 180 days unless otherwise specified by Bandmateloops.com.

Please note: SonicEmulations, Inc. Is not responsible for loss of any digital purchase for any reason, including, but not limited to: hard drive failure, computer failure, software failure, back-up failure, or other cause of loss of your Bandmateloops.com digital purchases. In a word, it is your responsibility to back-up all critical data and solely your responsibility.

All licenses are subject to immediate termination without notice, refund or recourse in the event that any portion of the terms of service agreement is found by SonicEmulations, Inc. to be in breach by licensee.

3. Indemnification. You will indemnify, save, hold harmless and defend BandmateLoops.com from and against any and all claims, demands, suits, damages, liabilities and all reasonable expenses, including attorneys' fees, against or suffered by BandmateLoops.com with respect to any matter that arises as a result of a breach of this Agreement by You.

4. Injunctive Relief. You acknowledge that BandmateLoops.com has a proprietary interest in the Sounds and that any use by You that intends to frustrate the purpose of this Agreement, including but not limited to selling, renting, or otherwise distributing the Sounds independently of a Production would cause irreparable injury to BandmateLoops.com in way that could not be adequately compensated by damages. You agree that, in the event of such improper use, BandmateLoops.com shall be entitled to an immediate injunction without the requirement of posting a bond (to the fullest extent permissible by law).

5. Disclaimer of Warranties. BandmateLoops.com expressly disclaims all warranties of conditions of any kind, express or implied, including without limitation, the implied warranty of title, non-infringement, merchantability and fitness for a particular purpose.

6. Limitation of Liability. You agree that BandmateLoops.com's cumulative liability with respect to any claims made in relation to or arising out of this agreement on any theory or basis will not exceed the license fee paid by You for the Sounds.

7. Choice of Laws; Jurisdiction. This License Agreement will be governed by and construed in accordance with the laws of the State of New York without regard to its conflicts of laws provisions. You agree that the exclusive jurisdiction for any action relating to this License Agreement will be in the federal or state courts with jurisdiction encompassing New York City, New York and You hereby consent to such jurisdiction.

8. Entire Agreement. This License Agreement constitutes the entire agreement between BandmateLoops.com and You with respect to the Sounds.