Terms and Conditions for Creator Pro Plan
Thank you for using Universal Music for Creators. Please read the following terms and conditions (the “Terms and Conditions” or “T&Cs”) carefully before using this UMC Content. We recommend that you print a copy of these Terms and Conditions for future reference. IF YOU ARE NOT ELIGIBLE TO USE THE UMC CONTENT PER THE TERMS BELOW, IF THE NATURE OF YOUR USE OF THE UMC CONTENT REQUIRES YOU TO HAVE A CREATOR PRO ACCOUNT, OR YOU DO NOT AGREE TO THE TERMS AND CONDITIONS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE UMC CONTENT AND YOU MAY NOT ACCESS OR USE THE UMC CONTENT.
UNIVERSAL MUSIC FOR CREATORS T&Cs - COMMERCIAL
YOUR ATTENTION IS PARTICULARLY DRAWN TO SECTION 8 (DISCLAIMER).
For information on our use of your personal data please see our Privacy Policy.
Introduction
These T&Cs together govern the relationship between Universal Music UMC, LLC whose registered address is at 2105 Colorado Ave. Santa Monica, CA 90404 (“Universal Music for Creators”, “UMC”, “us”, “we” and “our”) and you (“you”, “your”) in respect of your general use of UMC Content, as defined below, which is downloaded solely from the Wondershare website, https://filmora.wondershare.net/ (the “Website”). These T&Cs, and Privacy Policy and the agreements in each of those documents between you and us shall be collectively referred to as the “Contract” and you agree to be bound by the terms of that Contract whenever you use UMC Content.
Your use of the UMC Content is permitted on the basis that: (i) you are not under the age of 16; (ii) you have full legal ability and authority to enter into this Contract with us; (iii) you have not previously had a Universal Music for Creators Account suspended or terminated (whether under your current email address or a previous one).
1. Definitions
In this Contract the following words and expressions shall have the following meanings:
a. “Account” shall mean the Universal Music for Creators subscription you purchase via the Website.
b. “Advertisement” shall mean a production published within paid media space (such as pre/mid/post-rolls).
c. “Authorized Commercial Use” shall mean use of UMC Content in Qualifying Productions (i) produced by or on behalf of a Qualifying Company, (ii) where the UMC Content is not the title theme or incorporated into a logo, trademark or service mark.
d. “UMC Content” shall individually and collectively mean UMC compositions, UMC recordings available solely on the Website.
e. “Materials” shall mean the materials embodied in Your Productions (other than UMC Content) including, but not limited to, text, files, images, metadata photos, video, sounds and musical or literary works.
f. “Music Content Videos” shall mean videos containing at least 90% of the recording of the UMC Content, where such UMC recordings constitutes at least 90% of the total duration of the video.
g. “Qualifying Company” shall mean a company or other entity that (i) is not a publisher (which term shall include, without limitation, digital publishers, podcast publishers, broadcasters, and similar media companies), (ii) has, or forms part of a group of companies that collectively has, an annual turnover of no more than USD $5,000,000 and (iii) is not a governmental or intergovernmental organization or public institution.
h. “Qualifying Productions” shall mean productions which are not Music Content Videos. We reserve the right to make changes to the definition of Qualifying Productions. We will notify you in accordance with Section 2(a) of any material changes thereto.
i. “Qualifying UGC Platforms” any platform except for those that have not secured requisite performance and other licenses, or those platforms with whom UMC or its affiliates have legal disputes. UMC will update you from time to time as to the identity of those problematic platforms.
j. “Qualifying UGC Platform UMC Content” shall mean a Qualifying UGC Platform’s website or products, software, data feeds and services offered on, from or through the website of such Qualifying UGC Platform.
k. “Your Productions” shall mean audio visual and podcast productions produced by you or on your behalf, including, without limitation, content created for a corporate channel (meaning a channel owned and/or operated by a business, including without limitation your personal business, your activity as an internet “influencer”), content created on behalf of a third party, including without limitation, sponsored posts, and/or content including product placements and or reviews of products gifted to you for the purpose of reviewing for your subscribers.
2. Our right to vary the Contract
a. If we have to make a material change to the terms of the Contract that affects your use of the UMC Content, we will provide you with reasonable advance notice of any such changes (e.g., by sending you an email).
b. All such amended terms of the Contract will be effective from the date on which is identified in the notice (except where local applicable law requires a longer notice period or other requirements for the amendment to be effective) and your use of the UMC Content will be governed by the terms of the Contract as it is in force at the time of such use. Consequently, please check these T&Cs and Privacy Policy regularly to ensure you understand the terms that apply to the UMC Content at any given time.
c. By continuing to use or access the UMC Content after we make amendments to the Contract, you agree to be bound by those amended terms. Despite this, no revisions to the Contract will apply to any dispute between you and us that arose prior to the date of such changes.
3. Grant of Rights
a. We grant to you a non-exclusive, non-transferable, worldwide license to incorporate UMC Content in Your Productions in order to create Qualifying Productions for the sole purpose of uploading-to/embedding-in and transmitting such Qualifying Productions on each of the Qualifying UGC Platforms via no more than five (5) channels per Qualifying UGC Platform for Authorized Commercial Use. For the avoidance of doubt, the license granted to you in this Section 7(a) does not cover the creation of Qualifying Productions incorporating UMC Content for the purposes of distribution via (i) linear television (such as broadcast, so-called ‘IPTV’, cablecast and satellite television) or as theatrical releases, (ii) commercial streaming (and/or download) services (such as Netflix, Disney Plus, Amazon TV, Apple TV, fitness or wellbeing services and similar so-called ‘OTT’, ‘AVOD’, ‘FVOD’ and ‘SVOD’ services) or (iii) social media and video sharing platforms which are not Qualifying Platforms.
b. All intellectual property rights in the UMC Content or any part thereof (“Universal Music for Creators IP”) throughout the world belong to UMC and the rights in the Universal Music for Creators IP are licensed (not sold) to you.
c. You agree and acknowledge that the Universal Music for Creators IP is valuable property and that, aside from the limited license for use granted hereunder, you shall not acquire any ownership or other rights in, or to, any of the Universal Music for Creators IP.
d. All Universal Music for Creators trademarks (including “Universal Music for Creators” and the Universal Music for Creators logo, UMC Content marks, trade names, logos and domain names (the “Universal Music for Creators Branding”) used on the Website, or any other part of the UMC Content are our sole property (or that of our licensors), and you are not permitted to use any Universal Music for Creators Branding.
4. License restrictions
You agree that you will:
a. not rent, lease, sub-license, loan, provide, or otherwise make available, the UMC Website, or the UMC Content in any form, in whole or in part to any person without prior written consent from us;
b. not copy any part of the UMC Content, except as part of the normal use where it is necessary for the purpose of back-up or operational security;
c. not translate, merge, adapt, vary, alter, or modify, the whole or any part of the UMC Content, nor permit the UMC Content or any part to be combined with, or become incorporated in, any other programs, except as necessary to use the UMC Content.
d. not disassemble, de-compile, reverse engineer or create derivative works based on the whole or any part of the UMC Content.
e. not infringe the intellectual property rights subsisting in any of the UMC Content, including but not limited to any unauthorized copying, recording, downloading, reproduction, distribution, modification, performance, or creation of derivative works of any content from the UMC Content.
5. Monetization
Subject to Section 8 and your compliance with these T&Cs (including the restrictions in Section 3(a), you may allow, and receive payment from the display of third-party advertisements (other than the types excluded pursuant to Section 1[c] above) in connection with making available Qualifying Productions on Qualifying UGC Platforms that provide monetization capabilities via the permitted number of channels per Qualifying UGC Platform.
6. Your obligations to us and acceptable use restrictions
a. You confirm and agree on an ongoing basis that:
i. You may not make available or otherwise exploit UMC Content on a standalone basis, as determined by us in our sole discretion, including without limitation the repackaging of the UMC Content (in whole or in part) as for example audio samples, sound libraries, sound effects, or music beds, or combined with a single still image or limited animation where essentially the production constitutes use of UMC Content on a standalone basis where the visual images accompanying UMC Content or extracts of UMC Content are of secondary importance;
ii. You may not use UMC Content in any way that is intended to allow third parties to download and/or otherwise access or use the UMC Content on a standalone basis, including without limitation in any digital templates or other applications enabling end users to synchronize or otherwise combine the UMC Content with other content, or in any manner enabling users to create or order on-demand products (such as electronic greeting cards or ringtones) or make the UMC Content available in any physical products (e.g., in speakers);
iii. The use of Your Productions and the Materials as contemplated under this Contract do not and will not infringe any copyright, trademark, design, database, publicity or other proprietary or intellectual property rights of any third party;
iv. Your Productions and Materials do not include any material which is unlawful, harmful, threatening, defamatory, obscene, homophobic, abusive, facilitates or promotes illegal activity, harassing, racially offensive or ethnically offensive.
v. Your Productions and Materials do not contain any viruses or other programming routines that would detrimentally interfere with computer systems or data;
vi. You are using, or wish to use, the UMC Content solely for your own purposes, and not for or on behalf of anyone else;
vii. You will not access and use more than 50 tracks which comprise of UMC Content per day; and
viii. You are not under the age of 16 and you are not under any disability, restriction, or prohibition, whether contractual or otherwise with respect to your right, power, and authority to enter into and perform this legally binding Contract.
b. We are not able to guarantee that the UMC Content will be secure or free from bugs or viruses.
c. You must not:
i. attempt to gain unauthorized access to UMC Content, the server on which the UMC Content is stored, or any server, computer or database connected to the UMC Content;
ii. use the UMC Content in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with these T&Cs.
iii. infringe the Universal Music for Creators IP or the intellectual property rights of any third party in relation to your use of the UMC Content (to the extent that such use is not licensed by these terms);
iv. use the UMC Content and/or UMC Content in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users;
v. not collect or harvest any information or data from any UMC Content or our systems or attempt to decipher any transmissions to or from the servers running any UMC Content; and
vi. not use the UMC Content for any commercial use or for any purposes related to scientific research, analysis, or evaluation of the UMC Content without our express written consent.
7. Our Liability to you
a. To the fullest extent permitted by law, in no event will we, our affiliates, officers, employees, agents, UMC Content providers, partners, and licensors be liable to you for any indirect, incidental, special, consequential or punitive damages (including damages for loss of profits, goodwill, or any other intangible loss) arising out of or your use of the UMC Content from the Website in a way that breaches these T&Cs.
To the fullest extent permitted by law, our aggregate liability to you for all claims arising out of or relating to the use of or any inability to use any portion of the UMC Content or otherwise under these terms, whether in contract, tort, or otherwise, is limited to the greater of $100 and the amounts you have paid to us, if any, during the six-month period prior to the date of your claim against us.
b. We are not responsible for events outside our control. We will not be liable for any non-performance or delays caused. You may cancel your subscription free of charge if an event outside our controls continues for more than 30 days.
c. If you use the UMC Content for any commercial, business or resale purpose we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity, goodwill, or reputation.
8. Disclaimer
We shall not be liable or assume any responsibility for the outcome of any claims against Your Productions and/or assets of UMC Content embodied in Your Productions uploaded to or embedded in a Qualifying UGC Platform (such as the inability to monetize Your Productions or the blocking of access to Your Productions from such Qualifying UGC Platform).
9. How you can cancel your subscription or close your Account
If you decide that you no longer wish to use the UMC Content on the Website, you can cancel it at any time by cancelling the automatic renewal via the cancellation policy on the Website in accordance with Wondershare’s cancellation terms.
10. Termination
a. We may at any time and in our sole discretion, terminate this Contract and close your Account, immediately on notice, and/or suspend your access to the UMC Content immediately without prior notice, as may be required to ensure compliance with applicable laws or if we reasonably believe that you are in serious contravention or material breach of the Contract. This expressly includes:
i. if we have reasonable grounds to suspect that you are using your Account to facilitate Artificial Activity whether directly or indirectly, or by someone else that you have authorized or encouraged to do so on your behalf; and/or
ii. if we receive a claim from a third party that, if true, would constitute a violation of your obligations hereunder; and/or
iii. if we have reasonable grounds to suspect that you have bypassed or attempted to bypass the protective technical measures we set up; and/or
iv. if we have reasonable grounds to suspect that you set up, or otherwise operate, multiple Accounts or attempt to do so;
v. if we have reasonable grounds to suspect that you are using the UMC Content, or have used the UMC Content, for the purposes and/or benefit of anyone other than yourself or have attempted to do so;
vi. if we have reasonable grounds to suspect that you have provided false information in your Account; and/or
vii. If we have reasonable grounds to believe that you have otherwise breached your obligations under these T&Cs or any other relevant terms of the Contract.
b. In the circumstances set out in Section 10(a) above, if we terminate the Contract, or suspend your access to the UMC Content we will not refund any amounts that you have already paid (if applicable), to the fullest extent permitted under applicable law.
c. If you believe that your Account has been terminated or suspended due to the circumstances set out in Section 10(a) above in error, you can appeal by contacting support@umusicforcreators.com.
d. If you reside in a country which is part of the European Union (EU), European Economic Area (EEA), or United Kingdom (UK), and have purchased a subscription for the UMC Content, you have the right to terminate this Contract for non-use within fourteen (14) days of subscription purchase (the "Withdrawal Period"), and receive a full refund. You agree to send a written notification (email will suffice) of your intent to terminate the Contract within the Withdrawal Period to support@umusicforcreators.com. Notwithstanding the foregoing, this termination right does not apply if you have downloaded any UMC Content or otherwise used the UMC Content in any manner (meaning that you have begun to utilize the UMC Content). The termination right set forth in this section 10(e) shall expire at the conclusion of the Withdrawal Period.
11. Indemnity
You agree to indemnify us, our affiliates and our and their respective directors, officers, agents, employees, shareholders, partners and independent contractors (collectively, “Indemnified Parties”) on demand against any and all claims, actions, proceedings, liabilities, demands, damages, losses, expenses or costs (including reasonable legal fees and costs) suffered or incurred by Indemnified Parties arising from your misuse of the UMC Content in a manner not in strict compliance with these T&Cs.
12. Your privacy
We will only use your personal information collected through the Website or UMC Content as set out in our Privacy Policy.
13. Severance
Each of the provisions of these T&Cs operates separately. If any provision or part-provision of these T&Cs is or becomes invalid, illegal, or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of the Contract.
14. Choice of law and disputes
The Contract, its subject matter, and its formation are governed by and interpreted by and under the laws of the state of California, although nothing in this Contract affects your rights as a consumer to rely on mandatory provisions of the law of the jurisdiction in which you are resident. We prefer to solve your requests directly with you and therefore, unless otherwise agreed by us in writing, we do not participate in alternative consumer dispute resolution proceedings. To the extent permitted by applicable law, we both agree that the courts of the state of California will have exclusive jurisdiction.
15. No rights for third parties
The Contract is between you and us. Except as otherwise expressly set out in the Contract, no other party shall have any rights under this Contract (under the Contracts (Rights of Third Parties) Act 1999.
16. Assignment and transfer
We may assign or transfer our rights and obligations under this Contract to another organization. We will contact you in writing if we plan to do this and we will ensure that the transfer will not affect your rights under the contract. If you are unhappy with the assignment you may contact us to cancel your subscription and close your Account as set out in Section 9.
17. Communication and notices
If we have to contact you, we will do so by writing to you at the email address that you have provided to us in your Account.
You can contact us by writing to support@umusicforcreators.com.