JOOX User Agreement
Last modified: August 24, 2017
Welcome to JOOX!
Your use of JOOX and the Content is subject to the terms of this Agreement between you and Tencent International Service Pte. Ltd. ("we", "us" or "our").
"This Agreement" comprises of: (a) this JOOX User Agreement; and (b) the following agreements generally applicable to users of Tencent services:
- Terms of Service ("Tencent TOS") – which sets out the general terms governing the relationship between you and us in relation to your use of JOOX;
- Acceptable Use Policy – which sets out rules of good behaviour applicable to your use of JOOX; and
- General End User Licence Agreement ("EULA") – which sets out terms applicable to your use of any software that we provide to you for your use of JOOX.
This JOOX User Agreement sets out additional service-specific terms for the purposes of the "Additional Terms and Policies" section of the Tencent TOS.
We make available the following JOOX services for JOOX Account holders. You may be able to access such JOOX services via either the JOOX website or JOOX software as offered by us from time to time.
- "Free Service" – a free-of-charge service, supported by advertisements.
- "VIP Service" – a membership-fee based service.
Further information regarding the requirements and features of, and your eligibility for, the above JOOX services is set out on our Q&A page at http://www.joox.com/faq
YOUR JOOX MEMBERSHIP
You may access JOOX by using your WeChat account (or certain third party platform accounts as permitted by us) (such WeChat or third party platform account of yours being, for the purposes of JOOX, your "JOOX Account"). You may also access the Free Service without a JOOX Account, but you may not be able to access all or any of the Free Service's features.
You can only access JOOX if you are in a country in which we are authorised to offer JOOX to you. You agree you will not circumvent any access or availability restrictions implemented by us in relation to such authorised countries, including by misrepresenting yourself as being in such countries. We may use various technologies to verify your location from time to time.
In addition to this Agreement:
- the "Your Account" section of the Tencent TOS applies to your use of your WeChat account as a JOOX Account; and
- your third party platform's terms apply to your use of your third party platform account (if applicable) as a JOOX Account.
YOUR USE OF JOOX
JOOX is for your personal and non-commercial use only. You agree to not use JOOX for any business purposes or public performances.
We may update or change JOOX at any time, either at no cost or subject to additional fees, in our sole discretion. Such changes or updates may include additional functionalities or limitations on your use of JOOX. Where reasonably practicable, we will provide notice to you of such updates or changes.
We may, at any time and in our sole discretion, place limits on the number or types of devices you may use to access JOOX. We may record the unique device identifier numbers of your devices in order to enforce such limits.
Subject to the terms of this Agreement, we grant you a limited, personal, non-exclusive, non-transferable and revocable licence to access the music, music videos and other materials made available by us to you within JOOX (collectively, the "Content"), within the country that your JOOX Account is registered in (such licence being the "Licence"). We may use various technologies to verify your location from time to time.
Due to licensing and other restrictions, we may be unable to offer JOOX and/or license certain Content under the Licence to you if:
- you are not a VIP Service member;
- you are located in certain locations around the world; or
- we otherwise do not have the rights to do so.
If you are a VIP Service member, the Licence includes a right for you to download one copy of certain Content (as made available by us to you for downloading within JOOX) to each of the devices that we permit you to use for accessing JOOX. Such downloaded Content will be:
- playable only within JOOX and not within any other third party services or software; and
- no longer playable following cancellation or expiration of your VIP Service membership, unless as expressly otherwise authorised by us.
The Content may be subject to:
- certain digital rights management restrictions (including, for any downloaded Content, the restrictions set out in the paragraph immediately above); and/or
- such other restrictions as implemented by us from time to time (e.g. in relation to Content bit rates).
For the avoidance of doubt, any Content accessed (whether streamed, downloaded or otherwise) by you is subject to the Licence, and you will at no times have or acquire any ownership right in any Content. We may add, make available or withdraw Content at any time in our sole discretion.
Acceptable Use of JOOX and the Content
Your use of JOOX and the Content is governed by the Acceptable Use Policy, as well as any other applicable provisions of this Agreement. In particular, you agree that you will not (except where we otherwise expressly permit you to do so within JOOX):
- use JOOX to download or reproduce any copyrighted materials;
- copy, store, edit, change, prepare any derivative work of, or alter in any way any of the Content available within JOOX (including altering any proprietary or legal notices within the Content or JOOX);
- make JOOX available over any network where it could be accessed by any third parties;
- circumvent any technology used by us or our licensors to protect the Content or JOOX; or
- rent, lease or sublicense JOOX, or otherwise allow any third parties to access JOOX via your JOOX Account.
The terms in this section apply if you are a VIP Service member.
Billing and pricing
Your VIP Service membership's validity is subject to your payment of all applicable membership fees from time to time, as well as you fulfilling all relevant eligibility criteria (if any). We may set out further Additional Terms and Policies applying to such payments (including in relation to refunds (if any), billing arrangements and any consequences of failing to make timely payments) from time to time. You must comply with all such terms in relation to your payments to us.
You must provide us with valid and current payment information, using a payment method that we accept (as made available by us to you from time to time). If your payment method information is not valid for any reason (whether due to credit card expiration, insufficient funds or otherwise), you remain responsible for any outstanding amounts (and such obligation will survive any expiry or termination of this Agreement).
We will bill your membership fee to such payment method on a forward prepaid basis, based on the membership period that you have selected. Except where we specify otherwise, your membership fee will be charged in the local currency of the location that you have registered your membership in.
We may, from time to time, make available to you automatic, recurring or subscription-based payment methods for your VIP Service. Where you have selected such payment methods, you agree that (subject to applicable laws and regulations):
- such purchases are made by you on an advanced prepaid basis;
- you authorise us to:
- save your chosen payment method's information on our systems; and
- bill your chosen payment method for the relevant time-periods as authorised by you;
- if any payment made via your chosen payment method is rejected, denied, not received by us, or returned unpaid for any reason:
- we may suspend or terminate our provision of JOOX to you until payment is properly processed; and
- you are liable to us for any fees, costs, expenses or other amounts we incur arising from such rejection, denial or return (and we may charge you for such amounts); and
- unless you cancel your VIP Service membership prior to the end of your membership period (pursuant to the "Termination of VIP Service" sub-section below), we will automatically renew your membership at the end of your membership period, using the most current payment information you have provided to us and at your then-current price.
We will provide you with further details within JOOX regarding how you may update, manage or cancel your membership, payment methods and/or payment information.
We may change or introduce any charges for JOOX at any time, following prior notice by publication within JOOX. Such revised charges may be due to promotional offers, changing or adding of membership options, any change in your location and/or for any other reason. Any such revised charges will apply immediately following the relevant notice's publication, except that if you are (at the time of such notice) an existing paid-for VIP Service member, such revised charges will apply only after you have subsequently terminated your paid-for VIP Service membership (if applicable).
Any membership fee you pay to us is exclusive of taxes, and you agree that we may bill you for any applicable taxes in addition to your membership fee.
Termination of VIP Service
Your VIP Service membership will continue unless and until either you or we cancel your membership, and is subject to your continuing payment of the applicable membership fees. If your VIP Service membership included any limited promotional offers at the time of your purchase, your VIP Service membership will continue without those offers when those offers expire (as notified by us to you).
You may terminate your VIP Service membership by following the instructions provided by us within JOOX. Once we have received your termination notification and provided that we receive your termination notification at least 24 hours before the end of your then-current membership period – your VIP Service membership will terminate and convert into a Free Service membership at the end of that period.
To the extent permitted by applicable laws, any payments made by you to us are non-refundable, non-transferrable and non-creditable.
Limited free VIP Service membership
We may provide you with a limited free VIP Service membership if you fulfil certain eligibility criteria, as determined by us in our sole discretion. Such limited free VIP Service membership may share certain features with, but is not identical to and may not have the same features as, a paid-for VIP Service membership.
Your limited free VIP Service membership will last for a time period as specified by us in our sole discretion. We will not renew your limited free VIP Service membership unless you have fulfilled (and/or continue to fulfil) all relevant eligibility criteria.
At the end of your limited free VIP Service membership, your membership will convert into a Free Service membership unless you have registered for the VIP Service, in which case your membership will convert into a VIP Service membership.
Limited trial VIP Service membership
We may offer to you a free trial VIP Service membership, as determined by us in our sole discretion from time to time. Such free trial membership will last for one month or such other period as notified by us to you. We reserve the right to determine which users are eligible for such free trial membership. You may only redeem one free trial membership.
You must provide valid payment information to us in order to enjoy a free trial membership. At the expiry of your free trial membership, it will automatically convert into a VIP Service membership and you will then be subject to the terms (including membership fees) set out in this "VIP Service" section, unless you terminate your free trial membership (prior to its expiry) in accordance with the "Termination of VIP Service" sub-section above.
INTELLECTUAL PROPERTY AND THIRD PARTY TERMS
You agree to comply with the EULA and any other applicable provisions of this Agreement in your download and use of any JOOX software.
You also agree to comply with the "Our Intellectual Property Rights" and "Use of your device by our services" sections of the Tencent TOS and any other applicable provisions of this Agreement.
Your use of any JOOX software and the Content may be subject to third party terms, as notified by us to you from time to time. These third party terms may relate to your use of certain third party services, components or content within JOOX, including in relation to the payment methods (provided by third parties) that you may use to pay for your VIP Service membership. You agree to comply with all such third party terms, as well as the "Third Party Content and Services" section of the Tencent TOS and any other applicable provisions of this Agreement.
We may respond to notices of alleged infringement of rights (including infringement of intellectual property rights, defamation and infringement of other civil rights) and other claims and demands. If you have any such infringement-related concerns, please see http://www.joox.com/take_down_policy
TERM AND TERMINATION
This Agreement will apply, as between you and us, until either you or we terminate your access to JOOX.
We may suspend or terminate your access to JOOX at any time in accordance with the "Termination" section of the Tencent TOS.
WARRANTY, DISCLAIMER AND LIABILITY FOR OUR SERVICES
The terms set out in the "Warranty and Disclaimer" and "Liability for Our Services" sections of the Tencent TOS will apply in relation to JOOX (and your use of JOOX).
This Agreement is the entire agreement between you and us in relation to JOOX (and your use of JOOX). You agree that you will have no claim against us for any statement which is not explicitly set out in this Agreement.
The terms set out in the "Governing Law and Dispute Resolution" section of the Tencent TOS will apply in relation to this Agreement (and any dispute between you and us in relation to this Agreement).
As part of the JOOX Service, we offer a karaoke function (the "Karaoke Function") to enable you to record content (your audio recordings being the "User Recordings") and submit your User Recordings to JOOX.
In relation to the Karaoke Function, in the event of any inconsistency between the provisions of this JOOX User Agreement and other provisions of this Agreement, this JOOX User Agreement will prevail.
Acceptable use of the Karaoke Function
The Karaoke Function is for your personal and non-commercial use only. Your use of the Karaoke Function is governed by the Acceptable Use Policy, as well as any other applicable provisions of this Agreement. In particular, and in addition to your other obligations under this Agreement, you agree that you will not (except where we otherwise expressly permit you to do so within JOOX):
- use the Karaoke Function in a manner that would infringe our copyright or other rights or any third party rights;
- subject any copyrighted materials contained in User Recordings or any musical work to derogatory treatment, including without limitation the use of abusive, offensive or foul language or defamatory statements;
- falsely attribute any copyrighted materials contained in User Recordings to the wrong author;
- create any User Recordings which contain any content which you are not authorised to record or share or in respect of which you are not authorised to grant a licence to Tencent;
- record, upload or share User Recordings which include content which contravenes any provision of this Agreement (and in particular, this "Acceptable Use of the Karaoke Function" sub-section of this JOOX User Agreement), or any applicable laws; or
- use the User Recordings for commercial purposes or any other purpose beyond the licence terms of this Agreement,
each of the above hereafter referred to as "Objectionable Content".
Disclaimer and indemnity for copyright infringement and violations of laws
To the maximum extent permitted by applicable laws and regulations, in no event will we, our partners or any of our affiliate companies accept liability for any infringement of third party copyright or other rights arising or resulting from your use of the Karaoke Function or your creation, uploading or sharing of User Recordings.
To the maximum extent permitted by applicable laws and regulations, you agree to indemnify us, our partners and our affiliate companies from and against any loss, damage, debt, cost, expense (including litigation costs and attorneys' fees) arising or resulting from any claim, action or demand in connection with any infringement of third party copyright or other rights or breach of any applicable laws and regulations resulting from your use of the Karaoke Function or your creation, uploading, or sharing of User Recordings and will promptly execute all necessary documents and provide all assistance, documents and evidence required by us in order to defend any such claim, action or demand.
Right to remove, modify or delete User Recordings
We reserve the right, at any time in our sole discretion, and without notice to you, not to post or publish and to remove, modify or delete User Recordings, in whole or in part, and whether or not they contain Objectionable Content.
Granting of licence
You hereby grant us a worldwide, perpetual, unrestricted, assignable, sublicensable, royalty-free licence to reproduce, combine with other works, distribute, publicly display, communicate to the public, publicly perform, make available, create derivative works from and otherwise exploit and use all or any part of your User Recordings as part of the JOOX services and our other services.
You affirm, represent and warrant that you own or have the necessary licences, rights, consents, and permissions to publish your User Recordings and to grant us rights in the User Recordings pursuant to this Agreement, and you license to JOOX all patent, trade mark, trade secret, copyright or other proprietary rights in and to such User Recordings for publication as part of the JOOX services and our other services.
Collection and protection of Personal Information
However, if you or another person choose to share any User Recordings outside of JOOX or WeChat, you acknowledge and accept that the handling and use of any Personal Information contained therein is beyond our control and responsibility and you hereby release us from any liability in respect of such use of any Personal Information.