TERMS AND CONDITIONS
THIS IS A LEGAL AGREEMENT BETWEEN YOU AND DIGITAL 1 AUDIO, INC. ("D1") STATING THE COMPLETE TERMS
THAT GOVERN YOUR USE OF THE KARAOKE LOCKER DOWNLOAD STORE SERVICE. IF YOU DO NOT AGREE TO
ABIDE BY THESE TERMS, DO NOT USE THE SERVICE. BY ACCESSING OR USING THE SERVICE, YOU SIGNIFY
THAT YOU HAVE READ, UNDERSTOOD AND AGREED TO BE BOUND BY EACH AND EVERY TERM OF THIS
AGREEMENT (“AGREEMENT”). D1 MAY REFUSE ACCESS TO THE KARAOKE LOCKER DOWNLOAD STORE FOR
NONCOMPLIANCE WITH ANY PART OF THIS AGREEMENT. PLEASE READ THESE TERMS AND CONDITIONS VERY
1. The KARAOKE LOCKER Service
D1 is the provider of The KARAOKE LOCKER Download Store offered on The KARAOKE LOCKER website
(www.karaokelocker.com) (the "Service") that allows you to purchase digital content, such as sound recordings and videos,
under the terms and conditions set forth herein.
2. Age requirement
This Service is only available for individuals aged 13 years or older. If you are 13 years or older but under the age of 18,
please review these terms and conditions with your parent or guardian. By signing up for the Service you represent and
warrant that you are aged 13 years or older, and that you agree to be bound by the terms and conditions of this Agreement.
Any use of the Service by an individual under 13 years old is unauthorized and unlicensed.
3. Objectionable Material
You understand that by using the Service, you may encounter content that may be considered offensive, vulgar, indecent, or
otherwise objectionable, which content may or may not be identified as having explicit language. Your use of the Service is
at your sole risk and D1 shall have no liability to you for content that may be found to be offensive, vulgar, indecent, or
4. Content Types
The descriptions and information, such as genres, sub-genres, categories, sub-categories and the like, are provided for
convenience only, and you acknowledge and agree that D1 does not guarantee their accuracy.
Policy posted on The KARAOKE LOCKER website.
6. Registration Data
You agree to provide accurate, current, and complete information about you as may be required to register with the Service
and at other points as may be required in the course of using the Service ("Registration Data"). You further agree to
maintain and update your Registration Data as required to keep it accurate, current, and complete at any time. D1 has the
right to confirm or otherwise verify, in its sole discretion, but without any obligation to do so, the truth and accuracy of the
Registration Data at any time. D1 may terminate your rights to the Service, at any time, if any information you provide is
false, inaccurate or incomplete. You agree that D1 may store and use the Registration Data you provide (including credit
card information) for use in maintaining your accounts and billing fees to your credit card.
7. Your Account
You are responsible for maintaining the confidentiality and security of your password and identification, and for restricting
access to your computer. You should not reveal your Account information to anyone else or use anyone else's Account. You
are entirely responsible for all activities that occur on or through your Account, and you agree to immediately notify D1 of
any unauthorized use of your Account or any other breach of security. D1 shall not be liable to you for any unauthorized use
of your Account.
You understand that the Service, and the content available through the Service, such as sound recordings, videos and
related artwork ("Products"), include a security framework using technology that protects digital information and limits your
usage of Products to certain usage rules established by D1 and its licensors ("Usage Rules"). You agree to comply with
such Usage Rules, and you agree not to violate or attempt to violate any security components. You agree not to attempt to,
or assist another person to, reverse-engineer, decompile, disassemble, or otherwise tamper with any of the security
components for any reason whatsoever. Usage Rules may be controlled and monitored by D1 for compliance purposes, and
D1 reserves the right to enforce the Usage Rules with or without notice to you. Please review carefully the Usage Rules
provided in Section 11 of this Agreement.
9. Products Requirements
You acknowledge that use of Products may require the use of other hardware and software products and that such
hardware and software is your responsibility. It is also your responsibility to pay any bandwidth fees necessary to use the
10. Limited License
Provided that you are eligible for use of the Service and that you have validly registered to use the Service, D1 grants you a
limited, non exclusive, revocable license to access and make personal use of the Service and of the Products available
through the Service in accordance with the terms and conditions of this Agreement, including the Usage Rules. You
acknowledge and agree that the Products available through the Service are licensed, not sold, to you, even though we refer
to "purchase" or "purchase price", and you acknowledge that the download of sound recordings shall not constitute a grant
or waiver of any rights of the copyright owners in such sound recordings and the underlying musical compositions embodied
therein. Any use of the Service or of the Products available through the Service other than as specifically authorized herein
is strictly prohibited and shall terminate automatically the license granted herein.
11. Usage Rules
You acknowledge and agree to use the Service, including the Products available through the Service, in compliance with the
applicable Usage Rules:
a. You agree to use the Service and the Products available through the Service for personal, non-commercial use
b. You agree not to register for an Account on behalf of someone else or of any group or entity;
c. You agree not to use, sell, rent, share, transfer, license or otherwise provide anybody with the Products;
d. Each Product that you purchase may be downloaded a maximum of 5 times, all formats combined, but you
acknowledge that you cannot use a Product simultaneously in more than one location. The download links are
maintained in your digital locker until you have reached your maximum download limit per link. Once the download limit
has been reached, the link is deactivated;
e. Notwithstanding the foregoing, once you purchased a Product and you received the Product, it is your
responsibility not to lose, destroy or damage the Product, and D1 shall have no liability to you in the event of any loss,
destruction or damage;
f. You agree not to use any data mining, robots, scraping or similar data gathering or extraction methods;
g. In the event that D1 changes any part of the Service or discontinues the Service, which D1 may do at its own
discretion, you acknowledge that you may no longer be able to use the Service and the Products, or to use them to the
same extent as prior to such change or discontinuation, and that D1 shall have no liability to you in such case; and
h. You acknowledge and agree that you obtain absolutely no intellectual property rights in the Product that you
download, including, without limitation, no synchronization rights whatsoever.
D1 reserves the right to modify the Usage Rules at any time without notice.
12. Products Availability and Prices
You acknowledge and agree that the Products that are available to you are the Products available in the country in which
the credit card you designate during the registration process was issued.
D1 reserves the right to change any and all Products available in the Service and the pricing of such Products at any time
13. Payment for Products
You agree to pay for all Products you purchase through the Service, and that D1 may charge your credit card for any
Products purchased, and for any additional amounts (including any applicable taxes) as may be accrued by or in connection
with your Account. You are responsible for the timely payment of all fees and for providing D1 with a valid credit card details
for payment of all fees. All fees will be billed to the credit card you designate during the registration process. If D1 does not
receive payment from your credit card issuer or its agent, you agree to pay all amounts due upon demand by D1. Your
account may be deactivated without notice to you if payment is past due, regardless of the dollar amount.
All payments must be made by VISA, MasterCard and American Express, or through Paypal. D1 will not accept cash,
checks or any other payment form. AS BETWEEN YOU AND D1, YOU ARE RESPONSIBLE FOR PAYING ANY
AMOUNTS FOR SERVICES BILLED TO YOUR CREDIT CARD BY A THIRD PARTY WHO HAD ACCESS TO YOUR
CREDIT CARD OR CREDIT CARD NUMBER, WHETHER OR NOT SUCH AMOUNTS WERE AUTHORIZED BY YOU.
You are responsible for paying any governmental taxes imposed on your use of the Service, including, but not limited to,
sales, use or value-added taxes.
15. Unauthorized Charges
Unless you notify D1 of any discrepancies or unauthorized charges within sixty (60) days after they first appear on your
credit card statement, they will be deemed accepted by you for all purposes, including resolution of inquiries made by your
card issuer. You release D1 from all liabilities and claims of loss resulting from any error or discrepancy that is not reported
to D1 within sixty (60) days of its first appearance on an invoice or credit card statement.
16. Technical Problems
On occasion, technical problems may delay or prevent delivery of your Product. Your exclusive and sole remedy with
respect to a Product that is not delivered within a reasonable period shall be either replacement of such Product or refund of
the price paid for such Product, as determined by D1.
17. Removal of Content
D1 and its licensors reserve the right to change, suspend, remove, or disable access to any Products, content, or other
materials comprising a part of the Service at any time without notice. D1 shall not be liable for the removal of or disabling of
access to any such Product, content or material.
18. Intellectual Property
You acknowledge and agree that the Service, The KARAOKE LOCKER website and all Products and other content on such
website and available through the Service, including, but not limited to, designs, text, graphics, logos, button icons, images,
pictures, music, audio clips, videos, information, editorial content, data compilations, files selection and arrangement, links,
and software, are the property of D1 and/or its licensors, and are protected by applicable intellectual property and copyright
laws. You agree not to use such proprietary information and materials in any way except for use of the Service in
accordance with the terms of this Agreement, including the Usage Rules. You do not obtain any rights under this Agreement
in any intellectual property.
19. Copyright Claims
D1 obeys all relevant copyright laws, and will review all claims of copyright infringement received and remove content
deemed to have been posted or distributed in violation of any such laws. To make a claim, please provide us with the
a) A physical or electronic signature of the copyright owner or the person authorized to act on its behalf;
b) A description of the copyrighted work claimed to have been infringed;
c) A description of the infringing material and information reasonably sufficient to permit us to locate the material;
d) Your contact information, including your address, telephone number, and email;
e) A statement by you that you have a good faith belief that use of the material in the manner complained of is not
authorized by the copyright owner, its agent, or the law; and
f) A statement that the information in the notification is accurate, and, under the pains and penalties of perjury, that
you are authorized to act on behalf of the copyright owner.
g) Claims can be sent to Digital 1 Audio, Inc., 611 S. Ft. Harrison Ave., #317, Clearwater, FL 33756 Attn: Copyrights
20. Termination of the Service
D1 shall have the right to modify, suspend, or discontinue the Service (or any part or content thereof) at any time and for
whatever reason, with or without notice to you. D1 shall not be liable to you or to any third party for exercising such rights.
If you fail, or D1 suspects that you have failed, to comply with any of the provisions of this Agreement, including but not
limited to failure to make payment of fees due, failure to provide D1 with a valid credit card or with accurate and complete
Registration Data, failure to safeguard your Account information, violation of the Usage Rules, or infringement or other
violation of third parties' rights, D1, at its sole discretion, without notice to you, may (i) terminate this Agreement and/or
deactivate your Account, and you will remain liable for all amounts due; and/or (ii) preclude access to the Service (or any
part thereof). Provisions 11, 15, 17, 18, 21, 22, 23, 24 and 25 of this Agreement shall survive the termination of this
22. Use of Your Information
If your Account is deactivated or this Agreement is terminated, D1 may retain some information provided by you to comply
with the law and/or its contractual obligations with third parties, and/or to prevent subsequent registration to the Service.
23. NO WARRANTIES/DISCLAIMERS
D1 makes no guarantee, representation or warranty that its operation of The KARAOKE LOCKER website or your use of the
Service will be uninterrupted or error-free, and you agree that the Service may be temporarily unavailable from time to time
for maintenance, technical problems or other reasons. D1 may remove the Service for indefinite periods of time, or terminate
the Service at any time, without notice to you and without liability.
The Service, and all Products, information, content and materials made available to you through the Service, are provided
by D1 "as is" and "as available". D1 disclaims any and all warranties and representations with respect to the Service, and
the Products, information, content and material available through the Service, including, but not limited to, the quality of the
sound recordings, and all expressed or implied warranties of merchantability, non-infringement and fitness for a particular
purpose are hereby specifically disclaimed and excluded.
Without limiting any provision herein, D1 makes no guarantee, representation or warranty that any particular player, portable
device, or other hardware will be compatible with the Service and/or the Products. It is your sole responsibility to ensure that
your system(s) and/or devices will function correctly with the Service and/or the Products. D1 shall not be liable to you or to
any third party for any loss or damages to your computers, internet modems, players, portable devices or other hardware.
D1 makes no guarantee, representation or warranty that the Service will be free from loss, corruption, attack, viruses,
interference, hacking, or other security intrusion, and D1 disclaims any liability relating thereto. You are solely responsible
for backing up your own system.
D1, ITS AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS,
REPRESENTATIVES, CONTRACTORS, AND LICENSORS, WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR
ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THE SERVICE OR FROM ANY INFORMATION,
CONTENT, MATERIALS, PRODUCTS MADE AVAILABLE TO YOU THROUGH THE SERVICE, INCLUDING, BUT NOT
LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, AND CONSEQUENTIAL DAMAGES.
You agree to indemnify and hold D1, its affiliates and subsidiaries, and their respective directors, officers, employees,
agents, representatives, contractors, and licensors harmless from and against any claim, loss, liability, damages, costs and
expenses arising out of or in connection with
a) your breach of this Agreement;
b) any violation by you of any law or rights of a third party; or
c) any action taken by D1 as part of its investigation of a suspected violation of this Agreement or as a result of its
finding or decision that a violation of this Agreement has occurred.
25. Applicable Law
You agree that the laws of the state of Florida, in the United States, without regard to principles of conflict of laws, shall
govern this Agreement. Any actions or disputes of any sort relating to this Agreement and the Service shall be exclusively
adjudicated in the State and/or Federal Courts of Florida, and you consent to such venue and jurisdiction.
You may not assign this Agreement without D1's prior written consent. D1 may assign this Agreement at any time without
prior notice to you.
27. Changes to this Agreement
D1 may change, revise, update, supplement or otherwise modify any of the terms and conditions contained in this
Agreement, at any time and in its sole discretion. You acknowledge and agree that D1 may impose new or additional rules,
policies, terms or conditions on your use of the Service at any time. You hereby agree that the posting on The KARAOKE
LOCKER website of a change notice or of a modified agreement is considered sufficient notice. All such changes shall take
effect immediately. Your continued use of the Service after such changes shall be deemed to constitute your acceptance of
any and all such changes. If you do not agree to abide by these new terms, do not continue to use the Service and close
your Account. It is your responsibility to regularly check The KARAOKE LOCKER website to determine if there have been
changes to these terms and to review such changes.
You accept that English is the language of this Agreement and that the English versions of this Agreement and of the
29. Submissions and Complaints
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, complaints or other information
about the Service that you wish to provide to D1 shall be made through the Contact Us Section of The KARAOKE LOCKER
30. Electronic Communications
YOUR ACCEPTANCE OF THIS AGREEMENT MEANS THAT YOU CONSENT TO RECEIVE COMMUNICATIONS FROM
D1 ELECTRONICALLY. AS A USER OF THE SERVICE, D1 MAY FROM TIME TO TIME SEND YOU EMAILS UPDATES
ABOUT THE SERVICE OR THE CHANGES TO THIS AGREEMENT. YOU AGREE THAT ALL THESE EMAILS UPDATES
AND OTHER COMMUNICATIONS THAT D1 PROVIDES TO YOU ELECTRONICALLY SATISFY ANY LEGAL
REQUIREMENT THAT SUCH COMMUNICATIONS BE IN WRITING.
Last updated: April 1, 2012