Buyer Agreement - Templates
Scraps Audio, Inc. Buyer Agreement - Templates
Last Modified: March 11, 2023
Acceptance of the Buyer Agreement
Ownership of the Scraps / Disclaimers / Limitation of Liability
All Scraps that you download on the scrapsaudio.com marketplace are owned entirely by the Seller. When uploading a Scrap, a Seller represent and warrant to scrapsaudio.com that is has all rights, title and interest in the underlying copyrights in the materials included, including but not limited to the composition, the digital audio workstation files and any and all other aspects of the materials under applicable intellectual property laws. The Seller further represent that no third party has any claim or right to the Scraps that you upload, or is entitled (either legally or contractually) to receive any compensation related to listing or licensing the Scraps to third parties on the scrapsaudio.com marketplace. However, Scraps Audio, Inc. has not verified or confirmed these representations and cannot assure you that the Seller in fact owns the Scraps. As such, Scraps Audio, Inc. cannot provide a representation or warranty that the sublicense rights we are granting you are sufficient for you to use the Scraps as intended.
EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE SCRAPS LICENSED UNDER THIS AGREEMENT ARE FURNISHED “AS IS”, WHERE IS, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR ANY PARTICULAR PURPOSE. In the event that there is an issue related to the Seller’s actual ownership or the extent of your rights, Scraps Audio will work to procure the necessary sublicense rights you are entitled to, and, if that is not possible, may, at its sole discretion, refund you the price you paid for the affected Scraps. A refund of such amounts is your sole remedy, AND THE PRICE YOU PAID FOR THE SCRAPS IS THE MAXIMUM LIABILITY THAT SCRAPS AUDIO, INC. SHALL BE RESPONSIBLE FOR. you agree that Scraps Audio, Inc. shall not be liable for any additional damages based on these issues, WHETHER KNOWN OR UNKNOWN, FORESEEABLE OR NOT, INCLUDING BUT LIMITED TO CONSEQUENTIAL, INDIRECT, PUNITIVE OR EXEMPLARY DAMAGES.
You agree to defend, indemnify and hold harmless the Company, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys' fees) arising out of or relating to from your acts or omissions, including claims by an owner or the Seller of the Scraps that you exceeded your authorized uses of the Scraps in violation of the sublicense we provide hereunder.
Limited Commercial Sublicense
Subject to you paying the listing fees (which are non-refundable) and you complying with this Buyer Agreement, the Terms of Service and any other obligation set forth in our agreements, Scraps Audio, Inc. hereby grant to you a limited license to download, copy and install the Scraps you download to create & monetize any derivative works of the underlying Scraps. You expressly agree that you shall not be entitled to:
- redistribute, license or resell the Scraps as is
- use the name, image, or likeness of the artist or creator associated with the sound in any way without that artist's express written permission (which you are solely responsible for obtaining)
Buyer Agreement Revisions
We may revise and update this Buyer Agreement from time to time in our sole discretion. All changes are effective immediately when we post them.
Your continued use of scrapsaudio.com following the posting of revised Seller Terms means that you accept and agree to the changes. You are expected to check this page each time you access scrapsaudio.com so you are aware of any changes, as they are binding on you.
Governing Law and Jurisdiction
Waiver and Severability
Your Comments and Concerns
Scrapsaudio.com is operated by Scraps Audio, Inc., 1728 Maravilla Drive, Houston, TX 77055.
All other feedback, comments, requests for technical support and other communications relating to Scrapsaudio.com should be directed to: email@example.com.