Terms of Service
Individuals wishing to use the Site (defined below in Article 1) are asked to understand and agree to the following prior to doing so. Individuals using the site are strongly encouraged to read this carefully before using the Site.
- The Terms set forth the conditions for using the Services. Once they have agreed to the Terms, it is assumed that users will use the Services in accordance with the Terms.
- By their use of the Services, users are deemed to have agreed to the disclosed contents of the Terms in their entirety.
Article 1 (Definitions)
The definitions of the terminology used in the Terms are set forth below.
- The “Company" will be as defined in the Preface.
- The “Site” refers to a website managed by the Company called “Qrates” having the domain name of qrates.com (including changed websites in the event the Company changes the domain name or content of the website for any reason whatsoever).
- "Services" refers to services provided through the Site.
- "Users" refers to all individuals who use the Site.
- "Music Content and Related Information" are all audio files, all image data from album jackets, sleeves, labels and the like, all image data from artist profiles and the like, all image data from labels and logos and the like, all image data for all other promotional purposes, and all text information, comments, metadata, articles, information and the like uploaded by Users.
- "Artist Users" refers to Users who are artists, music labels or other individuals or organizations who engage in music activities and who use the Site to upload Music Content and Related Information to the Site.
- "Purchasing Users" refers to Users who use the Services for the purpose of purchasing products such as records, digital content, and other merchandise (hereinafter referred to collectively as "Products") from Artist Users.
- “Funding Projects” refers to projects for soliciting advance purchase reservations for records on the Site with the purpose of collecting production costs for records submitted to the Services by Artist Users.
- “Intellectual Property Rights” means copyrights, utility model rights, design rights, trademark rights, and other intellectual property rights (including the right to acquire said rights or the right to apply to register, etc. said rights).
Article 2 (Summary of the Site)
The Site is an internet site where Artist Users upload Music Content and Related Information, that provides a place where Purchasing Users can freely view and browse said content, and that makes it possible to provide opportunities for Purchasing Users to purchase products from Artist Users, including promotions, original records and digital content, etc. through the Site. Refer to the User Guide for details on how to use the Site.
Article 3 (Changes to the Terms)
- The Terms may be changed arbitrarily at any time as determined by the Company.
Article 4 (Handling of Personal Information)
Article 5 (Confidentiality of Communications)
- The Company will protect the confidentiality of Users’ communications in accordance with Article 4 of the Telecommunications Business Law (Law No. 86, 1984).
- In the event of any of the following, the Company will not be responsible for protecting confidentiality as noted in the previous item, within the scope set forth in each of the said instances:
- Within the scope set forth by penalties or court orders in cases where mandatory penalties or court orders are enacted based on the provisions of the Code of Criminal Procedures (Law No. 131, 1948) or of laws related to the interception of communications for criminal investigations (Law No. 137, 1999).
- Within the scope set forth by penalties or orders in cases where mandatory penalties are enacted based on laws and regulations.
- Within the scope of disclosure requests in cases where the Company determines that requirements for said disclosure requests have been satisfied based on the limitation of liability damages for specified telecommunications service providers and Article 4 of the law related to the disclosure of caller information (Law No. 137, 2001).
- Within the scope necessary to protect the life and limb or property of other parties in cases where the Company determines it is necessary to do so to protect the life and limb or property of other parties.
Article 6 (Prohibitions)
The following acts are prohibited in the use of the Services. In the event the following acts are performed, the Company may discontinue use of the Services by the User(s) responsible, and in some cases may cancel contracts related to the Services.
- The act of uploading content, transmitting information, or providing products that infringe upon the intellectual property rights, publishing rights, rights to usage of one’s likeness, confidential information of the Company or a third party, and all other third party rights, or when there is a risk of such infringement.
- Acts that violate public order and morality, acts that violate applicable laws, acts that compromise the credibility or character of the Company, etc., or acts likely to do so.
- Acts based on impersonation of other people, corporations, associations or organizations, or the acts of transmitting or posting false information.
- The act of transmitting or posting information that contains content or expressions that infringe on the health and education of minors, such as content of an extremely sexual or violent nature.
- The act of transmitting or posting information related to network businesses such as pyramid schemes and MLMs, or affiliated marketing, promotion and advertising.
- The act of transmitting or posting content that violates, or is likely to violate, the rights, interests, honor, credibility, etc. of the Company or third parties.
- Acts that place a burden on the servers of the Services that exceed the normal scope thereof.
- Acts that equate to slander or defamation against or that interfere with the management of the Company or the Services.
- Use of web crawlers and spiders on pages or content of the Services, and the use of automated software.
- Acts suspected of infringing on the intellectual properties rights of the Services (reverse assembly, reverse compiling and reverse engineering, etc.).
- All other acts the Company deems as inappropriate.
Article 7 (Intellectual Property Rights)
Artist Users warrant the Company that the Music Content and Related Information does not infringe the intellectual property rights, or any other rights, of any third party. In cases where any type of dispute arises between Artist Users and a third party when music content, information, and other data uploaded by Artist Users infringes the intellectual property rights, or any other rights, of the third party, Artist Users will, at their own risk and expense, resolve the dispute without causing any damages of any kind to the Company.
Upon using the Services, Artist Users warrant that they have all authority necessary to use the Music Content and Related Information they upload to the Services, and that they shall bear responsibility for all of their actions.
The Services provide functionality to Artist Users that enable them to upload Music Content and Related Information to the Site; however, the Company claims no rights to the Music Content and Related Information that is uploaded by said Artist Users. However, it is assumed that Artist Users agree that, from the moment they upload Music Content and Related Information to the Site, the Company may utilize the following rights for the purpose of managing and promoting the Services.
- The rights (reproduction rights, public transmission rights, rights to enable transmission, master usage rights, etc.) needed to allow digital distribution and streaming viewing of the Music Content and Related Information by Users on the Services.
- Free usage rights (to media including, but not limited to, websites, applications, widgets, blogs, mobiles, email magazines, internet radio, etc.) such that the Company and business partners specified by the Company can use the Music Content and Related Information that Artist Users upload non-exclusively and free of charge, domestically and internationally, in activities intended to promote the Services.
Article 8 (Record Funding Projects)
- Artist Users plan and manage funding projects as the organizers thereof, and upload Music Content and Related Information to the Site.
- Artist Users solicit advance purchase reservations for records on the Site and, when a certain number of Purchasing User contracts has been reached, a sale is established between the Artist User and the Purchasing Users according to the sale application disclosed in the advance purchase reservation. Unless otherwise specified in the details disclosed in the advance purchase reservation, neither artists nor Purchasing Users can terminate a contract after the sales contract has been established.
- Purchasing Users pay the sales prices (hereinafter referred to as the “Sales Price”) determined by the Artist Users to credit card companies or settlement agencies, as specified separately by the Company.
- Records are delivered to artists from shipping companies specified by the Company, and Artist Users then send the records to the Purchasing Users. The Artist Users pay Site usage fees and record production costs to the Company.
- Funding projects provide a place and an opportunity to conduct record transactions, but the Company provides no guarantee that the funding projects will succeed or that the records will be produced or sold.
- Funding project sales contracts are established between Artist Users and Purchasing Users and the Company is not a party to said sales contracts and, as such, the Company has no rights or obligations relative to the sales contracts.
- In the event the solicitation of reservations fails to achieve the predetermined number of reservations before the end of the solicitation deadline (hereinafter referred to as the “Solicitation Deadline”), and the records are thus not produced, or in the event where solicitation is unavoidably cancelled due to the circumstances of the Artist Users, who are the project owners, neither the Company nor the Services will bear any responsibility or provide compensation for any damages or fees, even in the event some form of damages or costs arise between Artist Users, Purchasing Users or both.
- The Company will in no way be involved in execution of transactions for release from or termination of contracts, product returns, refunds or guarantees, etc. even in the event record sales contracts between Artist Users and Purchasing Users between records are cancelled, terminated or invalidated. Furthermore, Artist Users shall bear the cost of any damages or fees incurred by the Company.
- Artist Users make requests for the Company to place production orders with record production companies and receive delivery of the records produced directly from the record production companies, however, they bear responsibility for delivering the records only in the cases set forth in Article 9, and bear no other responsibilities thereof any kind.
- When a funding project reaches the solicited number of reservations, the Artist User, who is the project owners, will make a best effort to perform the procedures and tasks required to ensure that records are produced and then promptly sent by the Artist User to the Purchasing Users.
Article 9 (Record Press Services and Sales)
When Artist Users use the Service’s funding and Record Press Services, it is assumed that they understand and will comply with all of the following.
- Artist Users will immediately check products after they arrive from shipping companies specified by the Company, and will, when flaws or damage are found in the products, immediately report the details thereof to the Company and the shipping company in writing or by email.
- In the case of (1), when products are different than those detailed in the order or when the order details are incomplete, Artist Users will provide a report to the Company, in writing or by email, of details to this effect within 48 hours of the arrival of the products.
- For flaws in or damage to products that cannot be confirmed when the products arrive, Artist Users will report the details of the flaws or damage to the Company, in writing or by email, immediately upon their discovery or within 2 months after the products arrive.
- In the absence of a report pursuant to the provisions of (1), (2) or (3) above, the Company bears no obligation for damages resulting from flaws in or damage to the products.
- When the report described above is received and the Company determines that the damages, etc. are the obligation of the Company, the Company will repair or replace the products under its own responsibility and cost. At that time, Artist Users will send the damaged products to the Company by the method and cost set forth by the Company.
- With regard to product flaws, when the flaws have not been caused by the Company (including cases in which the flaws are due to music files or image data submitted by Artist Users and other causes, and cases in which Artist Users have already acknowledged that the flaws were not caused by the Company), the Company shall bear none of the obligations described in (5) above.
- The Company bears no obligation in cases in which any of the following apply.
li (a) Flaws or damage that does not significantly interfere with the use of the products.
li (b) When products vary only very slightly from specifications.
li (c) Natural damage.
li (d) Damage under conditions in which insurance does not apply.
- The Company will not accept responsibility for any obligations or costs when flaws and damage are the responsibility of Artist Users.
- The Company can demand that Artist Users pay the costs incurred (including transportation costs, postage costs, outsourcing costs and other costs) in investigating claims received by the Company against products. However, when Artist Users can reasonably prove that the Company is responsible for such claims, the Company will refund the payments it received to the Artist Users.
Article 10 (Authority related to Deletion)
In the cases set forth below, the Company shall have the right to unilaterally delete Music Content and Related Information and products, in whole or in part, or modify the scope of disclosure thereof.
- In cases where the Company determines that the Music Content and Related Information and products infringe the intellectual property rights, or other rights, of a third party, or in cases where the Company determines that the information or products are inappropriate in light of applicable laws and regulations or public order and morality.
- In cases where third parties assert intellectual property rights, or other rights, relative to the Music Content and Related Information and products.
- In cases where the Company receives opinions or statements of intent from public institutions, professional organizations or experts to the effect that the Music Content and Related Information and products violate laws or public order and morality, or infringe the rights of other parties.
Article 11 (User Responsibilities)
- Every user bears responsibility for their own use of the Services, and full responsibility for all acts, and the results of those acts, performed voluntarily while using the Services.
- Responsibility for Music Content and Related Information and products uploaded by Artist Users who use the Services is entirely attributable to the Artist Users. The Company bears no responsibility of any kind for the Music Content and Related Information and products uploaded by Users who use the Services.
- The Company shall bear no responsibility of any kind in cases where Artist Users upload Music Content and Related Information and products in violation of laws and regulations, or in cases where they infringe the rights of a third party, and the Artist Users shall resolve such violations at their own risk and expense.
- Artist Users shall comply with specified Commercial Transaction Laws and other related laws and guidelines as well as all regulations according to the Site when using the Services to sell products.
- The Company is not the “seller” for transactions conducted through the Services. It shall be understood that the Company simply provides a place for selling and buying by Artist Users and Purchasing Users and bears no responsibility as the seller of products.
- When Artist Users receive orders for products they have personally submitted for sale during funding projects or sales from inventory, they must process the orders without delay.
- When products for which Artist Users have received orders through the Services change or when it becomes obvious that the products have defects or are flawed, Artist Users must quickly and accurately notify the Purchasing Users who placed the orders of this fact.
- When sales between Artist Users and Purchasing Users are cancelled, terminated or invalidated due to product flaws or a cooling off clause, etc. and the Artist Users bear the obligation for refunding the sales price to the Purchasing Users, the Artist Users shall respond promptly to refund requests from the Purchasing Users.
- Purchasing Users shall understand nature of the Services, being that of a marketplace platform that supports the sale of music produced by Artist Users, and that they are thus personally responsible for resolving any problems or damages resulting from exchanges or refunds for defects such as flaws when purchasing products from Artist Users, and firmly promise not to demand damages from the Company.
- The Company also bears no responsibility whatsoever for problems caused when Users defame or when they infringe the privacy rights of other parties, or when they disclose the personal information of third parties without approval.
- Artist Users shall deliver products to Purchasing Users, and shall comply with the Act on the Protection of Personal Information and related laws and regulations with regard to the personal information of Purchasing Users, as provided by the Company for the purpose of providing marketing information and follow-up services to Users within the scope of the Services, and other personal information, and will give due consideration to the handling of personal information.
Article 12 (User Registration, IDs and Passwords)
- Users will register an account when participating in funding products on the Site. Refer to the Site Use Guide for more information on how to register an account.
- Users must manage their own email addresses, IDs, and passwords used when registering an account to use the Services, and must see to it that they are not used improperly.
- The Company bears no responsibility for damages suffered when registered email addresses, IDs, and passwords are leaked and/or used improperly.
- The Company has the right to discontinue the use of or delete accounts created by Users at its own discretion when it has reasonable grounds for doing so.
- Use of a third party user account without the approval of said party is prohibited. Furthermore, users who discover that their personal accounts are being used improperly by other individuals are asked to report this to the Company immediately.
- Users who wish to withdraw from membership (that is, delete their user registration), shall submit a request to withdraw membership to the Company according to the method described in the Site Use Guide.
- In cases where a User has committed either of the acts set forth below, the Company, at its discretion, may compel said User to withdraw from membership and refuse use of the Services.
- When the User has violated the Terms or other use conditions, etc.
- In other cases the Company deems to be inappropriate.
Article 13 (Handling of music managed by Music Copyright Management Service Organizations)
When Artist Users upload their music on the Site, Artist Users shall declare to the Company whether management of their music is entrusted with or consigned to Japanese or foreign Music Copyright Management Service Organizations or other third parties (hereinafter referred to as the “Management Service Organizations”).
Where Artist Users declare to the Company that management of their music is entrusted with or consigned to the Management Service Organizations, the Company shall apply for authorization of the use of such music to the Japanese Management Service Organizations and shall pay the fees for the use of the works in interactive music transmissions (hereinafter referred to as the “Usage Fees”) each Management Service Organization sets forth in their respective usage fee rules.
Upon when Artist Users use the Site from overseas and upload their music managed by foreign Management Service Organizations where the Japanese Management Service Organizations have formed a partnership and mutually manage music with Management Service Organizations in such foreign country, the Company shall apply for authorization of the use of such music and pay the Usage Fees through the Japanese Management Service Organizations. If the Japanese Management Service Organizations and foreign Management Service Organizations have not formed a partnership, Artist Users shall declare to the Company that management of their music has not been entrusted with any Management Service Organizations, and shall pay the Usage Fees at their own expense.
The Company shall not be obligated to investigate whether the uploaded music is entrusted with or consigned to any Management Service Organizations, and may rely on the contents of the declaration by Artist Users. If Artist Users declare that management of their music has not been entrusted with or consigned to the Management Service Organizations notwithstanding that management of such music is entrusted with or consigned to Japanese and foreign Management Service Organizations, and such Management Service Organizations claim for the Usage Fees to the Company, Artist Users shall pay the amount equivalent to the Usage Fees thus claimed and shall compensate the Company for any and all damages that incur as a result of such inadequate, inaccurate or false declaration. Where such uploaded music contains third party’s works, Artist Users shall pay the Usage Fees thereof and distribute the royalties thereof at their own liability and expense.
Artist Users shall pay the Company the Usage Fees that the Company paid as the expenses for the use of the Site.
Article 14 (Free Downloads)
There are cases in which copyright fees are imposed on free download music delivered for free by Artist Users for promotional purposes. Artist Users pledge not to use the free download provision function in cases where the free download music is managed by a copyright collective. In cases where Artist Users deliver music entrusted to copyright collectives in violation of this pledge, and said collectives request usage fees from the Company, the Artist Users will pay amounts equivalent to said fees as well as any damages incurred by the Company.
Article 15 (Maintenance of Usage Environments)
li All hardware and software utilized in using the Services shall be maintained by the Users at their own risk and cost.
li While Users must put in place measures to prevent computer virus infections, unauthorized access and information leaks according to their usage environments, the Company is in no way involved in the usage environments of Users and bears absolutely no responsibility thereof.
Article 16 (Disclaimer)
- The Company can, whenever the Company deems it necessary, modify, discontinue or suspend the Services without notifying Users. In such cases, the Company bears no responsibility of any kind with regard to any damages suffered due to the modification, etc. of the Services. This shall also apply in cases where display speeds drop or are degraded due excessive access or other unforeseeable factors.
- The Company bears no obligation to select, examine or manage Music Content and Related Information uploaded by Artist Users on an individual basis.
- The Company has no obligation to confirm the legality and legal compliance of Music Content and Related Information uploaded by Artist Users and bears no responsibility of any kind related thereto. Nor does the Company bear any responsibility of any kind relative to the compatibility of Music Content and Related Information uploaded by Artist Users with the internal regulations of corporations or organizations to which Artist Users belong.
The Company shall bear no responsibility of any kind for communication costs generated when Users use the Services.
Article 17 (Governing Law and Court of Competent Jurisdiction)
- Governing law for the Terms shall be Japanese law.
- The Tokyo District Court shall be the exclusive jurisdiction of the court of first instance for all disputes arising from the Services and the Terms.