PLEASE READ THESE TERMS CAREFULLY, AS YOU ARE BOUND TO COMPLY WITH THE PROVISIONS HEREIN.
THESE TERMS ARE A LEGALLY BINDING AGREEMENT BETWEEN YOU AND BLACKSTONE. BY CLICKING THE “I AGREE” BUTTON YOU ARE INDICATING THAT YOU HAVE READ THESE TERMS, THAT YOU UNDERSTAND THEM, AND THAT YOU AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, YOU SHOULD CLICK THE “I DO NOT AGREE” BUTTON AND CEASE USING OR ATTEMPTING TO ACCESS THE SITE, SITE CONTENT AND DIGITAL SERVICE. THESE TERMS MAY BE PRINTED AND COPIED FOR YOUR RECORDS.
BLACKSTONE RESERVES THE RIGHT TO CHANGE OR MODIFY THESE TERMS AT ANY TIME WITHOUT NOTICE TO YOU OR BY MAKING THESE REVISED TERMS AVAILABLE THROUGH THE SITE. IT IS YOUR OBLIGATION TO REVIEW CHANGES IN THESE TERMS, AND YOU AGREE THAT YOUR CONTINUED USE OF THE SITE, SITE CONTENT AND/OR SERVICE AFTER THE POSTING OF ANY REVISED TERMS CONSTITUTES YOUR AGREEMENT TO BE BOUND BY ANY SUCH REVISED TERMS. YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISSATISFACTION WITH ANY REVISIONS TO THESE TERMS AND/OR THE SITE, SITE CONTENT AND/OR SERVICE IS TO CEASE USING THE SITE, SITE CONTENT AND SERVICE.
OWNERSHIP: Except for the limited rights granted in Section 2 herein, Blackstone and/or its licensors own and/or control all right, title and interest (including, without limitation, all copyrights) in and to the Site, Site Content and Service. “Site Content” means any and all files, text, graphics, hyperlinks, interlinks, search engines, images, software, illustrations, photos, animation, video, audio, audiovisual works, designs or logos, information and other works of authorship made available to you through the Site and/or Service. You understand and acknowledge that you shall not acquire any ownership rights by accessing or using the Site, Site Content or Service. You understand and agree that any modification of the Site Content by you or use of the Site Content for any purposes other than those allowed hereunder shall be a violation of Blackstone’s legal, copyright and proprietary rights.
TRADEMARKS: The trademarks: “Blackstone;” “Blackstone Publishing;” “Blackstone Unlimited;” “Blackstone Audio;” are each trademark of Blackstone. Other trademarks used or displayed in connection with the Service may be owned by third parties, including, without limitation, any of Library/School/Company trademarks. Third party trademarks used on the Site or in connection with the Service are used with the permission of such trademark owners and all of their rights are reserved. You shall have no right to use any of the foregoing without the prior written approval of Blackstone or the owner(s) of such other trademarks. Any unauthorized use of the Blackstone’ trademarks or any third-party trademark is strictly prohibited.
If you believe that your copyrightable work of authorship has been copied and is being made accessible on the Site in such a way that would give rise to a claim for copyright infringement, you must provide the following to the Agent for Claims listed below:
An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
A description of the copyrighted work that you claim has been infringed upon;
A description of where the material that you claim is infringing is located on the Site, including, without limitation, any information, documentation or web address(es) which would assist Blackstone in locating that material;
Your address, telephone number and e-mail address;
A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or permissible by law;
A statement by you under the penalty of perjury that the information in your notice is accurate that you are the copyright owner or authorized to act on the owner’s behalf.
Agent for Claims:
Blackstone Audio, Inc.
31 Mistletoe Road
Ashland, OR 97520
Phone: (541) 488-6036
31 Mistletoe Road
Ashland, OR 97520
Phone: (541) 488-6036
GRANT OF RIGHTS: Subject to these Terms, Blackstone grants to you a non-exclusive, personal, nontransferable, non-sublicensable, limited and revocable right to access, use and view the Site and Site Content solely for your own personal use or on your Library’s premises.
IDENTITY VERIFICATION: Your access to and use of the Site, Site Content and Service is subject to your Library/School/Company verifying your authority to so access and use the Site, Site Content and Service. In addition, Blackstone may issue you (or you may create) a username and/or password for access to the Site. You shall hold and secure any username and password or identification card that provides you access to the Site as strictly confidential, and you shall not allow any other person access to or use of such username and password or identification card. You are responsible for any and all activity related to the Site, the Service and any Site Content accessed or used via your account. You shall: (i) immediately notify Blackstone of any unauthorized use of your username and password or identification card in accordance with the terms and conditions herein; and (ii) ensure that you properly exit the Site and cease using the Site Content and Service at the completion of your session. Account information and usage history is protected on a secure server and shall not be shared with third parties in any manner, including purposes of marketing and/or soliciting of services.
NOTIFICATIONS: You may receive notifications regarding the Site, Site Content and/or Service. The notifications will pertain only to the system functionality and the content you access.
STREAMING/DOWNLOADING OF SITE CONTENT:
Certain Site Content may be available on a streaming basis and/or download basis, as determined by Blackstone in its sole discretion. Depending upon your geographic location, the equipment that you are using to access the Site, the bandwidth available to you and other factors, you may not have access to streaming and/or downloadable Site Content. You are responsible for all charges associated with connecting to the Site, including, without limitation, all Internet access charges, networking and computer equipment costs and any service fees necessary to access the Site.
Download Restrictions. Blackstone may in its sole discretion make certain Site Content available for your download to an Authorized Device (such Site Content, the “Download Content”) in accordance with the terms and conditions contained herein. If you choose to download the Download Content, you may store and use such Download Content on an Authorized Device in accordance with these Terms and the applicable Usage Rules during the period of time during which you are expressly permitted by Blackstone to use such Download Content (such period, the “Use Period”). Without limiting the provisions of any other applicable sections herein, you shall not, at any time, copy, export or otherwise move the Download Content from its originally stored location on the Authorized Device to a different location on such Authorized Device or any other device. You shall not access, use such Download Content upon or after the expiration of the Use Period and you acknowledge that any expired Download Content will be automatically deleted from your or your Library/School/Company’s hard drive without further notice to you.
RESTRICTIONS ON YOUR USE OF THE SITE, SITE CONTENT AND SERVICE:
Except as set forth herein you shall not use or exploit any portion of the Site, Site Content or Service, and any such usage or exploitation shall constitute an act of copyright infringement and you shall not, by way of example, without limitation, take any of the following actions without the prior written authorization of Blackstone, which authorization shall be granted in Blackstone’ sole discretion:
copy, reproduce, sublicense, alter, adapt, transmit (including, without limitation, pursuant to a remote listening device), publicly perform or display, distribute, customize, modify, translate, reverse engineer, decompile, disassemble, create derivative works based upon, add to or delete from the Site or Site Content;
sell, rent, lease, transfer or otherwise assign any rights to the Site, Site Content or Service to any third party.
publicly display, link, frame or forward any web address to the Site or any portion thereof;
copy or paste the Site Content or any portion thereof to any other website or web page;
remove any proprietary notices or labels on the Site or Site Content;
use the Site, Site Content or Service, or any portion thereof, for any purposes which are unlawful in any nation or jurisdiction in the world or for any commercial purpose whatsoever;
use the Site, Site Content or Service in conjunction with any device or service designed to circumvent technological measures employed to control access to, or the rights in, a content file or other work protected by the copyright laws of any jurisdiction;
use the Site or Service to invade the privacy of, or obtain personal information about, any other user of the Site;
use the Site, Site Content or Service to violate any legal right of any third party, including, without limitation, any publicity or privacy right, copyright or other intellectual property right, or to take any action that is harassing, libelous, defamatory, abusive, tortuous, threatening, harmful or otherwise objectionable;
use any metatags or any other "hidden text" utilizing Blackstone’ name or trademarks;
interrupt, or attempt to interrupt, the operation of the Site or Service in any way; or
permit unauthorized individuals to use or access the Site, Site Content or Service.
OTHER RESTRICTIONS AND LIMITATIONS:
Security. You understand that digital rights management or other copyright protection technologies or mechanisms may be embedded or associated with, or certain technology and/or rules may alter, the Site Content (including, without limitation, the Download Content) in order to protect digital information from access and use (collectively, the “Security Technologies”) and the Security Technologies may restrict your access to and usage of the Site Content in accordance with usage rules established by Blackstone and/or its licensors from time to time (“Usage Rules”). You agree to comply with such Usage Rules. Usage Rules may be controlled and monitored by Blackstone for compliance purposes, and Blackstone reserves the right to unilaterally modify and/or enforce the Usage Rules with or without notice to you at any time. If you become aware of any unauthorized use of Site, Site Content or Service by any person or entity, you shall immediately notify Blackstone and reasonably cooperate with Blackstone to prevent further unauthorized use. YOU HEREBY ACKNOWLEDGE THAT THE SECURITY TECHNOLOGIES ENABLE BLACKSTONE TO ENFORCE CERTAIN RESTRICTIONS RELATING TO YOUR ACCESS TO AND USE OF THE SITE CONTENT (E.G., ENFORCEMENT OF THE USE PERIOD AND RESTRICTIONS AGAINST COPYING) AND THAT SUCH SECURITY TECHNOLOGIES MAY BE USED BY BLACKSTONE TO ENFORCE SUCH RESTRICTIONS.
No Right to Continued Service. You acknowledge that Blackstone licenses some or all of the Site Content under agreement(s) with third parties, and that Blackstone and its service provider(s) are constantly administering the Site, including, without limitation, to comply with the Usage Rules. Blackstone may add, delete, remove, modify, disable, suspend or restrict some or all of the Site, Site Content and/or Service in its sole discretion without notice to you, and you acknowledge that as a result of such actions: (i) you may no longer be able to use the Site, Site Content and/or Service to the same extent, or at all, as prior to such actions, and (ii) that Blackstone shall have no liability to you or any third party(ies) in such case. Blackstone shall not be liable in any event for the addition, deletion, removal, modification, disabling, suspension or restriction of access to or use of any or all of the Site, Site Content and/or the Service.
Software. In order to access the Site and/or the Site Content, you may be required to download, install and run certain software, and updates and upgrades thereto, owned or controlled by Blackstone and/or its service provider(s). Such software shall be governed by the accompanying software or end-user license agreement, and you shall comply with the terms thereof, the terms of which are incorporated herein by reference.
Age Restrictions. Certain Site Content may be appropriate only for persons over the age of eighteen (18) years. Those persons who are younger than 18 years of age, or such other age as may be required in your jurisdiction, are referred to herein as “Minors.” Not all Site Content may be appropriate Minors. However, access to the site is not limited by age; therefore, monitoring of a minor’s use of the collection is the responsibility of the parent/guardian.
LINKS TO SITE:
You may not link to the Site from any pornographic, obscene, profane, defamatory, libelous, threatening, unlawful or other website or material which could constitute or encourage unlawful conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law or regulation. Blackstone assumes no responsibility or liability which may arise from any such content.
Links to Third Party Sites. Although the Site may link to other websites (“External Sites”), Blackstone is not, directly or indirectly, implying any approval, association, sponsorship, endorsement, or affiliation with any External Site, unless otherwise specifically stated herein. By entering the Site you acknowledge and agree that Blackstone has not reviewed the External Sites and is not responsible for the content contained on any External Site. Your access and use of any External Site is at your own risk.
Third Party Postings. The Site may contain information or advertising for third parties. Blackstone expressly denies any endorsement, sponsorship, approval, or agreement with any third party communication made available via the Site. Blackstone shall not be deemed to have considered, reviewed, screened or approved of any such third party communication.
Transmission of Information. As with any online interaction and electronic communication, there is an inherent risk involved in transmitting any information via the Internet. Blackstone does not and cannot guarantee that the system of Blackstone or its service provider(s) is or will be free from hackers or viruses or that information provided by you or any other users to Blackstone will not be stolen or otherwise surreptitiously obtained. Blackstone will take every reasonable measure to ensure security of the user’s information. Blackstone is not responsible or liable to you or any third party for any infections or contamination of your system or delays, inaccuracies, errors, or omissions arising out of your access to or use of the Site, Site Content or Service. You hereby acknowledge and agree that such risk is inherent in interacting with any website, content or service, including, without limitation, the Site, Site Content and Service, and you take full responsibility for any harm, danger or damage that ensues due to any such breach in security. Blackstone expressly disclaims any such liability. In addition, you agree to be responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed for access to and use of the Site, Site Content or Service and you shall be responsible for all charges related thereto.
Information and Data. Blackstone offers access to the Site, Site Content and Service for personal entertainment purposes only. Blackstone does not warrant the truth or validity of the information contained on the Site. You acknowledge and understand the possibility of human and mechanical error, mistakes or omissions in the data or information provided, delays or interruptions of the data or information stream from any cause whatsoever. You further acknowledge and agree that Blackstone is not responsible for errors in or omissions from the information contained in or accessed through the Site, Site Content or Service.
Objectionable Material. You understand that through your use of the Site, Site Content and Service you may encounter content that may be deemed offensive, indecent, or objectionable, which content may or may not be identified as such. You agree to use the Site, Site Content and Service at your sole risk and that Blackstone shall have no liability to you for the type of content that you may access, including, without limitation, content that you may find offensive, indecent, or objectionable.
DISCLAIMER OF WARRANTIES: THE SITE, SITE CONTENT AND SERVICE ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS. SUBJECT TO THE PROVISIONS HEREIN, BLACKSTONE, ITS SERVICE PROVIDER(S) AND LICENSORS DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, (I) REPRESENTATIONS OR WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE SITE, THE SITE CONTENT, THE SERVICE, ANY GOODS OR SERVICES SOLD THROUGH THE SITE OR THE CONTENT OF ANY THIRD PARTY SITE THAT MAY BE LINKED TO THE SITE AND (II) ANY REPRESENTATION OR WARRANTY THAT THE SITE WILL BE UNINTERRUPTED OR ERROR FREE, FREE FROM VIRUSES OR SECURITY BREACHES. THE SITE CONTENT AND ANY INFORMATION CONTAINED ON THE SITE IS NOT GUARANTEED TO BE ACCURATE, TIMELY OR VERIFIED. YOU EXPRESSLY AGREE THAT THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SITE AND THE SERVICE, AND THE ACCURACY OR COMPLETENESS OF THE SITE CONTENT OR INFORMATION MADE AVAILABLE VIA THE SITE OR THE SERVICE, IS ASSUMED SOLELY BY YOU.
LIMITATION OF LIABILITY: IN NO EVENT SHALL BLACKSTONE, ITS SERVICE PROVIDER(S) OR LICENSORS BE LIABLE HEREUNDER (WHETHER IN AN ACTION IN NEGLIGENCE, CONTRACT OR TORT OR BASED ON A WARRANTY OR OTHERWISE) FOR LOSS OF PROFITS OR REVENUE, LOSS OR INACCURACY OF DATA, OR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES INCURRED BY YOU OR ANY THIRD PARTY, REGARDLESS OF WHETHER BLACKSTONE, ITS SERVICE PROVIDER(S) AND/OR LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
CERTAIN LIMITATIONS: WITHOUT WAIVING ANY APPLICABLE SECTION CONTAINED HEREIN, BLACKSTONE AND YOU EACH ACKNOWLEDGE THAT SOME JURISDICTIONS DO NOT ALLOW EXCLUSIONS OF IMPLIED WARRANTIES OR LIMITATIONS OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. IN SUCH JURISDICTIONS, THE LIABILITY OF BLACKSTONE, ITS SERVICE PROVIDER(S) AND/OR LICENSORS SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW. NOTHING CONTAINED IN THESE TERMS SHALL LIMIT OR EXCLUDE OR PURPORT TO LIMIT OR EXCLUDE ANY LIABILITY WHERE SUCH LIMITATION OR EXCLUSION IS VOID OR UNENFORCEABLE OR OTHERWISE NOT PERMITTED UNDER APPLICABLE LAW.
Termination. If you should breach any portion of these Terms, in addition to any other rights of the parties set forth herein, Blackstone may in its sole discretion restrict, suspend or terminate your access to the Site, Site Content and Service, in whole or in part and without notice, even if your Library/School/Company continues to offer access to the Site, Site Content and Service to its other members or representatives. If Blackstone terminates your access to the Site, Site Content and/or Service, Blackstone reserves the right to refuse to provide other services to you in the future, even if your Library/School/Company subscribes to such services and offers the benefits of such subscription to its other members or representatives. For the avoidance of doubt, upon any such restriction, suspension or termination, the rights granted to you herein shall immediately terminate (in the case of a restriction, to the extent of such restriction). Notwithstanding such restriction, suspension or termination, the provisions set forth in Sections1, 2, 3, 4, 5, 6, and 9 shall remain in full force and effect indefinitely.
Indemnification. You hereby agree to indemnify, defend and hold harmless Blackstone, its service provider(s) and its licensors and any of their respective officers, directors, agents and employees (collectively, the “Indemnified Parties”) from and against any and all liability and costs (including, without limitation, attorneys’ fees) incurred by any such Indemnified Parties in connection with your use of the Service, Site or Site Content, including, without limitation, with respect to any claim arising out of any breach or alleged breach of any of your obligations set forth herein. You shall cooperate as fully as reasonably required in the defense of any claim. The Indemnified Parties reserve the right, at their own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any matter without the written consent of the Indemnified Parties.
Notices. Notices by Blackstone to you may be given by means of a general posting at the Site or by contacting you at the address, telephone number or e-mail address provided by you to Blackstone, if any. All notices from you to Blackstone (including, without limitation, questions, complaints, legal notices or copyright complaints) shall be sent (i) by courier or first-class mail to the address set forth below or (ii) by facsimile or e-mail (in each case with express confirmation of receipt by Blackstone in writing) to the facsimile number and e-mail address set forth below:
Blackstone Audio, Inc.
31 Mistletoe Road
Ashland, OR 97520
Phone: (541) 488-6036
31 Mistletoe Road
Ashland, OR 97520
Phone: (541) 488-6036
Governing Law. Forum Selection; No Export. These Terms shall be governed by the laws of the State of New York without regard to the principles of conflicts of law. You hereby expressly agree to submit to the exclusive personal jurisdiction of the federal and state courts sitting in the State, County and City of New York, and not elsewhere, for the purpose of resolving any dispute relating to your access to or use of the Site, Site Content and/or Service. Blackstone may seek injunctive or other appropriate relief in any state or federal court in the State, County and City of New York, and you consent to exclusive jurisdiction and venue in such courts and not elsewhere. You agree not to assert, by way of motion, as a defense or otherwise, in any such dispute, that you are not subject personally to the jurisdiction of such court, that any corresponding claim is brought in an inconvenient forum or the like, that the venue of the claim is improper or that these Terms or the subject matter hereof may not be enforced in any such court. Any summons, order to show cause, writ, judgment, decree or other process issued by such court may be served on you at the address which you have provided to Blackstone or personally outside the State of New York, and when so served, you shall be subject to the jurisdiction of such court as though the same had been served within the State of New York. No software from the Site, Site Content or Service may be downloaded, exported or re-exported by you into (or to a national or resident of) any countries that are subject to U.S. export restrictions.
Relationship Between the Parties. These Terms shall not be construed to create a partnership, joint venture, agency or other legal relationship between Blackstone and you. Each of Blackstone’s licensors and content providers, together with their respective successors and assigns, shall be an intended third-party beneficiary of these Terms and shall have the right to enforce any and all obligations, restrictions and/or other terms and conditions imposed on you under these Terms to the same extent as if such licensor or content provider were a party to these Terms. These Terms are fully enforceable in every respect, at law or in equity, by each such licensor or content provider as an intended third-party beneficiary hereunder.
Severability. Whenever possible, each provision of these Terms shall be interpreted in such a manner as to be effective and valid under applicable law, but if any provision of these Terms shall be prohibited by or invalid under applicable law, such provisions shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provision or the remaining provisions of these Terms. These Terms express the entire understanding of you and Blackstone and supersede and replace all prior and contemporaneous agreements between you and Blackstone with respect to the subject matter hereof. Further, these Terms shall govern your use of the Site, Site Content and Service under any subscription level obtained by your Library/School/Company. Any failure to exercise or delay in exercising any right, power or privilege granted under these Terms shall not operate as a waiver by Blackstone of such right, power or privilege or preclude any further exercise thereof or the exercise of any other right, power or privilege by Blackstone.
Enforceable Agreement. These Terms constitute an enforceable written agreement between you and Blackstone. A printed version of these Terms, and of any notice given in electronic form related to this agreement, shall be admissible in judicial or administrative proceedings to the same extent, and subject to the same restrictions, as other business contracts, documents, or records originally generated and maintained in printed form. You hereby waive any and all defenses you may have based on the electronic form of these Terms and the lack of signing by the parties hereto to execute these Terms.
Injunctive Relief. You agree that a breach of any of the terms and conditions of these Terms may result in irreparable harm and significant injury to Blackstone, which may be difficult to ascertain. Accordingly, you agree that Blackstone shall be entitled to equitable relief, including, without limitation, an immediate injunction enjoining any further breach, in addition to all other remedies available to Blackstone at law or in equity.