Privacy Policies
Collective Music Theory, LLC (the "Company," “Us,” or “We”) is committed to safeguarding any personal information that may be collected through our site or mobile application and to ensuring that you are fully informed as to how your personal information will be used. The following policy describes such collection and usage. Any undefined capitalized terms used within this Privacy Policy will have the same meaning as they do in Collective Music Theory’s End User License Agreement. By accepting this Privacy Policy and our End User License Agreement, or by using the Collective Music Theory Website or Application (hereafter “Application”), You expressly consent to our collection, use, and disclosure of Your personal information in the manner described in this Privacy Policy.
1. Information We Collect
When you register with us, we collect personal information that can identify You, including but not limited to: Your name, age, gender, birth date, email address, social media account names, authentication information, phone number, inventory of installed applications on Your device, phonebook or contact data, microphone and camera sensor data, sensitive device data, website browsing information, device and/or browser settings, and other information that you link with our Application. You may (and may be required to) share information about or give us access to additional third-party websites or services.
We also collect other information that does not identify You. When You provide personal information through our Application, the information will be sent to servers located in the United States and other countries around the world.
By downloading the Application you acknowledge and agree that once you delete items from your device (including images, audio, documents, videos, text messages, applications etc.) following your download of the Application, we may save such items and certain information regarding those items (such as log files and statistical information). The saved items and information may be saved via the Application either on your mobile device or on servers of the Company or of third parties.
2. Use of Your Information
We use information in the files and databases we maintain about You, and the other information we obtain from Your current and past activities on the Application to:
• Contact you from time to time with critical user or service updates or other information important to support the Application;
• Contact you to ask for your satisfaction rate, inform you of technical issues, or offer you upgrades, promotions and additional products (our products or third parties products) that you may be interested in;
• Receive feedback and comments from you about our Application and inquire about any features you would like to see in future versions;
• Deliver the services and products that You have requested, including storing information and files you provided by you to us for storage for the purpose of the Application;
• Manage Your account and provide You with customer support;
• Enforce our terms and conditions;
• Manage our business;
• Perform functions as otherwise described to You at the time of collection;
• Customize, measure and improve our services, content and advertising;
• Evaluate your use, preferences and trends for our own internal statistical and analytical purposes which we may use for marketing purposes and in respect of operations and product development;
• Prevent activity we determine to be potentially illegal;
• Enforce this Privacy Policy and/or the EULA or any other purpose referenced herein or therein.
By accepting this Privacy Policy and/or the EULA, you provide your express consent to allow us to process your information
3. Retention of Your Information
We will retain your information as long as is necessary to provide the services and ensure that the Application is fully functioning and available to you. We will only retain your information for the shortest period that is necessary for the purposes of this policy but may retain some personal information for longer periods when necessary for legitimate business or legal purposes. When you delete personal information we will make sure that your personal information is safely and completely removed from our servers or retained only in anonymized form.
4. Accessing, Reviewing and Changing Your Profile
You may submit information with us through a registration process when activating the Application. Following registration, You can review and change the information You submitted during registration. For example, if You change Your name or email address we will retain a record of Your old name and email address.
Upon Your notification, we will remove Your membership from our active databases as soon as reasonably possible in accordance with our policy and applicable law.
We will retain in our files information You have requested be removed from our active databases for certain purposes, such as to resolve disputes, troubleshoot problems and enforce our terms and conditions. Further, such prior information may never be completely removed from our databases due to technical and legal constraints, including stored backup systems.
5. Disclosure of Your Information
Due to the regulatory environment in which we operate, we cannot ensure that all of Your private communications and other personally identifiable information will never be disclosed in ways not otherwise described in this Privacy Policy. By way of example (without limiting any of the foregoing), we may be required to disclose information to the government, law enforcement agencies, or other third parties. Under certain circumstances, third parties may unlawfully intercept or access transmissions or private communications, or members may abuse or misuse Your information that they collect from our Application. Accordingly, although we use industry standard practices to protect Your privacy, we do not promise, and You should not expect, that Your personally identifiable information or private communications will always remain private.
We will not use your personal information for any purposes, other than those outlined in this Privacy Policy and/or in the EULA, unless we have your consent. We will not share your personal information with any other third parties without your permission, unless: (a) we are required to do so by law or when necessary to comply with a current judicial proceeding, a court order or legal process served on the Company. In all cases, such information will only be disclosed in accordance with applicable laws and regulations, and/or (b) in the event of a sale, merger, liquidation, dissolution, reorganization or acquisition of the Company so long as the party acquiring the information agrees to be bound by the terms of this Privacy Policy. In addition and notwithstanding the foregoing, we may provide aggregate statistics about users, information regarding the use of the Application, information for hash encryption purposes and other information to third parties that will not include any personally identifiable information.
TO THE EXTENT THAT OUR APPLICATION HAS ACCESS TO THE NON-PUBLIC PHONEBOOK OR CONTACT INFORMATION ON YOUR DEVICE, WE WILL NOT PUBLISH OR DISCLOSE YOUR NON-PUBLIC PHONEBOOK OR CONTACT INFORMATION.
NOTWITHSTANDING, YOU EXPLICITLY CONSENT TO THE FOLLOWING USE BY US AND DISCLOSURE BY US OF YOUR INFORMATION:
OBTAINING AND TRACKING YOUR INVENTORY OF INSTALLED APPLICATIONS TO PERMIT OUR APPLICATION TO PROPERLY FUNCTION.
OBTAINING AND TRACKING YOUR USAGE AND NONIDENTIFIABLE INFORMATION OF YOU PERTAINING TO THE APPLICATION FOR THE PURPOSES OF TRACKING ANALYTICS OF THE USAGE OF OUR APPLICATION, INCLUDING SHARING INFORMATION WITH ANALYTIC SOFTWARE EXTENSIONS PROVIDED BY THIRD PARTIES
OBTAIN NONIDENTIFIABLE DATA ABOUT YOU, COMPILE THAT DATA WITH THE NONIDENTIFIABLE DATA OF OTHER USERS, AND DISCLOSE THAT INFORMATION TO THIRD PARTIES
6. Legal Requests
We cooperate with law enforcement agencies and other third parties to enforce laws, as well as investigate and prosecute unlawful activities such as frauds and scams. We can (and You authorize us to) disclose any information about You to law enforcement and other government officials as we, in our sole discretion, believe necessary or appropriate, in connection with any investigation of fraud, scam or other activity that is illegal.
7. Cookies
A cookie is a small text file that is stored on a user's computer for record keeping purposes. Cookies can take the form of session cookies or persistent cookies. A session cookie expires when You close Your Application and is used to make it easier for You to use the Application. A persistent cookie remains on Your hard drive for specified period of time.
Through the use of a cookie, we also may automatically collect information about Your use of the Application. When You sign in to Your account on our Application, we will record Your member ID in the cookie file on Your computer. We also may record Your encrypted password in this cookie file, if You indicated that You would like Your password saved for automatic sign-in.
You may delete or decline cookies by changing Your settings. If You do so, some of the features and services of our Application may not function properly.
8. Information Others Collect
In order to improve the Company Application, We may utilize analytics software (“Software”) to collect information about your use of the Application. This Software collects Users’ information such as loading frequency and Application usage. The Software identifies a user solely by IP address, and does not identify a user by name or other personally identifiable information. We do not combine the information collected with other personally identifiable information.
9. Security
To safeguard the confidentiality of Your personally identifiable information, Company utilizes sophisticated security techniques and procedures, including: security and vulnerability scans, software audits, firewalls, and data encryption (Secure Socket Layers). Company treats data as an asset. We make every effort to protect that data against loss and unauthorized access. We employ many different security techniques to protect such data from unauthorized access by others.
10. Note about Children
Children are not eligible to use our services, and we ask that persons under the age of 13 do not submit any personal information to us. We do not create content and services for children, and we do not intentionally collect or maintain information from children. If you become aware that personal information about children has been provided to us, please immediately contact us so that we can delete the personal information from our records.
11. Modifications to Privacy Policy
The Privacy Policy is subject to change by Us at any time based on changes in the law or our need to accurately reflect our data collection and disclosure practices or for the purpose of providing greater protection for your information. Information collected by us will be dealt with in accordance with the provisions of our policy which were in effect at the time of collection. Changes are effective upon posting on the Company website, disseminating through the Application, or upon the download of any software updates of the Application.
12. Your Specific Rights
Right to know: You can request that that we disclose to you: (1) the categories and/or specific pieces of personal information we have collected about you, (2) the categories of sources for that personal information, (3) the purposes for which we use that information, (4) the categories of third parties with whom we disclose the information, and (5) the categories of information that we sell or discloses to third parties. You can make a request to know up to twice a year, free of charge.
Right to delete: You can request that we delete personal information we collected from you and tell our service providers to do the same, subject to certain exceptions (such as if we are legally required to keep the information).
Right to opt-out of sale or sharing: You may request that we stop selling or sharing your personal information (“opt-out”), including via a user-enabled global privacy control. We cannot sell or share your personal information after we receive your opt-out request unless you later authorize us to do so again.
Right to correct: You may ask us to correct inaccurate information that we have about you.
Right to limit use and disclosure of sensitive personal information: You can direct us to only use your sensitive personal information for limited purposes, such as providing you with the services you requested.
Generally, we cannot discriminate against you for exercising your rights under the law.
You can exercise these rights by contacting us at the email below with express instructions of what rights you are exercising and how you want us to proceed with handling your information. We will work our best to handle any request sent to us but we cannot be responsible for any incomplete or vague request sent to us.
13. Contacting Us
Any questions in respect of this policy should be sent to the following email address: CollectiveMusicTheory[AT]proton.me
Website Terms of Use
This User Agreement describes the terms on which Collective Music Theory, LLC (“CMT”, “we”, “us”) offers you (“you” or “your”), the user, access to our site (including all content and functionality available through The CMT Website), and services provided by us. By visiting or using the services available on The CMT Website (the “Site” or “The CMT Website”) you are agreeing to the following terms without change (collectively, the “Agreement”). If you do not agree to any of the terms in this Agreement and the related policies referenced in this Agreement, please do not use this Site.
1. Eligibility
Only parties that can lawfully enter into and form legal contracts may use the Site and our services. If you use our services, you expressly represent to us that you are at least over the age of eighteen (18) and may lawfully enter into and form binding contracts, conditions, obligations, affirmations, representations and warranties. Before you utilize the Site, you must read and accept all of the terms and conditions in this Agreement. We reserve the right in our sole and absolute discretion to refuse, suspend, or terminate service to anyone.
2. Use Of The Site
You agree that you will use the Site and our services, and any CMT software application, only for lawful purposes and in a lawful manner. While using the Site, the CMT software application, and our services, you agree that you will not:
provide a false name or use an invalid or unauthorized email or physical address;
provide another user’s information without permission;
use the Site if you are not able to form legally binding contracts, are under the age of 18, or are temporarily or indefinitely suspended from using the Site;
use an invalid or unauthorized payment method;
impersonate another user;
violate any laws, third party rights, or our rights;
distribute or post spam, chain letters, or pyramid schemes;
distribute viruses or any other technologies that may harm us, or the interests or property of our users;
copy, modify, or distribute content from the Site and/or our copyrights and trademarks; or
harvest or otherwise collect information about users, including email addresses, without their consent.
You agree that you will not use any robot, spider, scraper or other automated means to access the Site for any purpose without our express written permission. Additionally, you agree that you will not: (a) take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our technical infrastructure; (b) copy, reproduce, modify, create derivative works from, distribute, or publicly display any content (other than content you have submitted to us) from the Site without our prior express written permission and the appropriate third party, as applicable; (c) interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site; or (d) bypass any measures we may use to prevent or restrict access to the Site.
You agree that any content downloaded or otherwise obtained through the use of the Site is done at Your own discretion and risk and You will be solely responsible for any damage to Your computer system or loss of data that results from the download of any such content and material.
CMT reserves the right to cancel your use of the Site and cancel your use of the Services on the Site without notice for any reason.
3. Reservation of Rights
We retain the right, but do not have an obligation, in our sole and absolute discretion, to prevent or restrict access to the Site or to our services, or take any other action in case of technical problems, objectionable material, inaccuracies, unlawful content, procedures or actions otherwise prohibited by our policies and rules, or for any other reason.
4. Legal Relationships And Obligations Of Parties
(a) Services Provided.
The CMT Website provides information and related software for use in providing educational information. Your use of the Site, including any software and any off-line components, data, lists, reports, dashboards, templates or services (collectively, the "Services") is subject to these Terms of Use. The Services are for informational purposes only. Your decision to rely on any information you obtain in connection with your use of the Services is at your sole discretion and risk. CMT does not guarantee accuracy in the Site or Services. The CMT Site and Services are not a substitute for formal education and CMT does not provide any certificate or degree for the use of the Site or Services.
(b) No Agency. No agency, franchise, partnership, joint-venture, or employee-employer relationship is intended or created by this Agreement.
(c) Links To Third Party Content. You may find on the Site links to other sites. You acknowledge and agree that we are not responsible or liable for: (i) the availability or accuracy of such sites or resources; or (ii) the content, advertising, or products on or available from such sites or resources. The inclusion of any link on the Site does not imply that we endorse the linked site. You use the links at your own risk and expressly relieve us from any and all liability arising from your use of any third-party website.
5. Fees
In certain limited circumstances, there is no cost to using the Site or Services, or in browsing most of the Site. The CMT Website may offer bonuses and other things of value for sale for use on the site. All such sales are final and no refunds are permitted.
The CMT Website may offer premium services to users for sale. You shall pay all such applicable fees at the time of purchasing such premium services. All such sales are final and no refunds are permitted.
All fees paid to The CMT Website are nonrefundable. Receipt of payment due in full shall be a condition precedent to The CMT Website providing or continuing to provide access to the Site or Services to you. Receipt of payment from you for such purchased services shall be a condition precedent to the license granted herein for such purchased services.
You may have the option to purchase enhanced and detailed reports, consulting services, or other services through the CMT Website (which is included in the definition of “Services”). Any content provided by CMT for these purchased services shall be subject to the licenses granted herein and the terms specified in this Agreement.
6. Warranty Disclaimer
YOU AGREE THAT YOUR USE OF THIS SITE AND SERVICES SHALL BE AT YOUR SOLE RISK. THIS SITE AND THE SERVICES PROVIDED BY US ARE PROVIDED “AS IS,” AS AVAILABLE, AND WITHOUT ANY WARRANTIES OR CONDITIONS (EXPRESS OR IMPLIED, ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OR TRADE). WE MAKE NO REPRESENTATIONS OR WARRANTIES, OF ANY KIND, EITHER EXPRESS OR IMPLIED. WE CANNOT GUARANTEE CONTINUOUS OR SECURE ACCESS TO OUR SERVICES OR THAT THE SITE OR SERVICES WILL MEET YOUR REQUIREMENTS. OPERATION OF THE SITE MAY BE AFFECTED BY FACTORS OUTSIDE OF OUR CONTROL. TO THE FULLEST EXTENT LEGALLY PERMITTED, THE CMT WEBSITE, ITS OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS DISCLAIM AND EXCLUDE ALL IMPLIED WARRANTIES, TERMS AND CONDITIONS, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, WHICH YOU RECEIVE FROM US OR THROUGH THE USE OF OUR SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
7. Release of Liability
By using The CMT Website, you agree to accept risks of use and therefore You will not hold CMT, its officers, directors, employees or agents responsible for any actions or inactions, including content accessed or received.
You release CMT (and its officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with any dispute arising from your use of the Site or Services. You hereby waive California Civil Code §1542 (and any analogous law in any other applicable jurisdiction), which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” You further acknowledge that this waiver is an essential and material term of this agreement, and that without such waiver we would not have entered into this Agreement.
You will not hold us liable to you for any special, indirect, consequential or punitive damages pursuant to this agreement, including but not limited to, loss of profits, loss of business opportunities or loss of goodwill or reputation, even if advised of the possibility of such damages.
Notwithstanding any other provision of this agreement, in no event will our liability to you for any action or claim related to the services provided under this agreement, whether based on contract, tort, negligence or any other theory of liability, exceed the greater of: (a) $100 or (b) the total fees you paid to us in the twelve months prior to the action giving rise to the liability. Some states and jurisdictions do not allow for the exclusion or limitation of incidental or consequential damages, so this limitation and exclusion may not apply to you.
8. Indemnity
You agree to defend, hold harmless and indemnify CMT, its officers, directors, employees and agents, from and against any and all losses, costs, expenses, damages or other liabilities (including reasonable attorneys’ fees) incurred by us from and against any cost, liability, loss, damage, cause of action, claim, suit, proceeding, demand or action brought by a third party against us resulting from: (i) your use of the Site (ii) your decision to supply information via the Site, including personal financial information; (iii) your breach of any provision of this Agreement; and (iv) any act or omission of yours with respect to the payment of fees. This defense and indemnification will survive this Agreement and your use of the Site.
9. Intellectual Property
(a) Content License and Access. When you submit content to the Site, you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display and perform the content in connection with the Site, in any media known now or in the future.
Subject to and conditioned on compliance with this Agreement, we grant you a limited license to access and to use the Site and Services solely for informational purposes.
You cannot and must not sell, reproduce, distribute, modify, display, publicly perform, prepare derivative works based on, repost or otherwise use any content found on The CMT Website, or provided by The CMT Website, in any way for any public or commercial purpose without our prior written consent or the consent of the rights holder. Unless you are otherwise lawfully entitled to do so, you cannot and must not use any content found on the Site on any other site, in a networked computer environment, or in any medium, for any purpose except your own personal viewing. You agree that you will not attempt to reverse engineer or attempt to interfere with the operation of any part of the Site unless expressly permitted by law.
The Site or any portion thereof may not be reproduced, duplicated, copied, sold, resold or otherwise exploited for any commercial purpose that is not expressly permitted by us, in writing.
(b) Reservation of Rights; Limited Licenses. We and our licensors retain all right, title and interest in and to all patent rights, inventions, copyrights, know-how and trade secrets relating to the Site and Services. Any CMT logos and names on The CMT Website are trademarks of CMT, and may be registered in certain jurisdictions. All other product names, company names, marks, logos and symbols on The CMT Website may be the trademarks of their respective owners. Except as expressly stated above, nothing in this Agreement confers any license under any of our or any third party’s intellectual property rights, whether by estoppel, implication or otherwise.
10. Notices
Unless you otherwise tell us in writing, we will communicate with you by email (using the email you provided to us). You consent to receive communications from us electronically and you agree that these electronic communications satisfy any legal requirement that such communications be in writing. You will be considered to have received a communication 24 hours after we send it to the email address you have provided to us (unless the sender is notified that the email address is invalid), or when we post such communication on the Site. You must keep your email address updated, and you must regularly check the Site for postings. We may also give you legal notice to the email address provided by you. In such case, notice shall be deemed given three days after the date of mailing.
11. Law and Forum for Disputes.
This Agreement is made subject to, and shall be construed in accordance with, the laws of the state of Alaska (without regard to its conflict of laws provisions). In the event of any dispute, the Parties agree that any action shall only be brought in the state or federal courts located in Anchorage, AK, except for any action by CMT in enforcing its intellectual property rights. The Parties agree that the courts of Alaska shall have original jurisdiction. The Parties agree that venue shall be proper in Alaska. Licensee hereby agrees to accept service of process by Licensor. Licensee agrees that service may be effectuated through electronic means, including email. Licensee hereby agrees to waive the following defenses to any action brought in Alaska: forum non conveniens, lack of personal jurisdiction, improper venue, insufficient process, insufficient service of process. In the event that Licensor seeks injunctive relief under this Agreement, the Licensee agrees that there will be the existence of the imminent likelihood of irreparable harm if an injunction is not issued and that an adequate remedy at law is unavailable. Licensee agrees that Licensor shall be entitled to such an injunction without the posting of any bond. Licensee agrees that any dispute or claim it has against Licensor may not be joined or consolidated with any claim or dispute of any third-party against Licensor without Licensor’s express written consent.
12. Termination
This Agreement shall become effective upon your acceptance or your use of the Site, and shall continue until terminated by us or you as provided for under the terms of this Section. Unless otherwise agreed to in writing between the parties, either party may terminate the Agreement at any time upon notice to the other party. In such event, (i) we shall continue to perform those Services necessary to complete any open transaction; and (ii) you shall continue to be obligated to pay us and any member for any Services for which you have engaged from us or such member in order to complete any such transactions.
13. General
You agree that the Site shall be deemed solely based in Alaska and that the Site shall be deemed a passive website that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than Alaska. We may amend this Agreement at any time and in our sole discretion by posting the revised terms on this site. Unless otherwise stated in such revision, the revised terms will take effect when they are posted. You are responsible for reviewing the notice and any changes. This Agreement may not be otherwise amended except in a writing signed by both you and us. Your continued use of the Site and our services following changes to the Agreement will constitute your acceptance of changes or modifications to this Agreement. If you do not agree to any changes to this Agreement, do not continue to use the Site or our services.
This Agreement sets forth the entire understanding and agreement between us with respect to the subject matter of this Agreement.
You are responsible for compliance with applicable local laws, keeping in mind that access to the contents of this Site may not be legal for or by certain persons or in certain countries. CMT will not be considered to have modified or waived any of our rights or remedies under this Agreement unless the modification or waiver is in writing and signed by an authorized representative of CMT. No delay or omission by us in exercising our rights or remedies will impair our rights or be construed as a waiver. Any single or partial exercise of a right or remedy will not preclude further exercise of any other right or remedy. If any part of this Agreement is held to be unenforceable, the unenforceable part will be given effect to the greatest extent possible and the remainder will remain in full force and effect. Nothing in this Agreement or related policies should be deemed to confer rights or benefits on third parties. You will not transfer, assign or delegate your rights or obligations (including your Account) under this Agreement to anyone without our express written permission, and any attempt to do so will be null and void. We may assign this Agreement without restriction.
The boldface paragraph headings in this Agreement are included for ease of reference only and have no binding effect. This Agreement and all policies and documents referenced in this Agreement comprise the entire agreement between you and us with respect to the use of this Site and our services and supersede all prior agreements between the parties regarding the subject matter contained herein as well as any conflicting or inconsistent terms in any websites that link to or are linked from this Site.
In the event of any discrepancy between this Agreement and the End User License Agreement entered into between you and CMT, the End User License Agreement shall control.
End User Agreements
IMPORTANT NOTICE: THIS IS A LEGAL AGREEMENT BETWEEN COLLECTIVE MUSIC THEORY, LLC (“CMT”) AND THE PARTY THAT DOWNLOADS, INSTALLS AND/OR USES THE SOFTWARE PROVIDED BY CMT, EACH OF WHOM ACCEPTS THE TERMS OF THIS AGREEMENT FOR HERSELF, HIMSELF OR ITSELF (AS APPLICABLE, “LICENSEE”). CMT SOFTWARE IS LICENSED AND NOT SOLD AND THE RIGHTS TO USE THE SOFTWARE ARE SET FORTH IN THIS AGREEMENT. AS DESCRIBED BELOW, USING THE SOFTWARE ALSO OPERATES AS YOUR CONSENT TO THE TRANSMISSION OF CERTAIN INFORMATION AND DATA DURING ACTIVATION, USE, OBTAINING SOFTWARE UPDATES AND FOR INTERNET-BASED SERVICES.
CAREFULLY READ THE FOLLOWING TERMS APPLICABLE TO THE LICENSE OF THE CMT APPLICATION SOFTWARE AND ANY OTHER SOFTWARE PROVIDED TO LICENSEE BY CMT PURSUANT TO WARRANTY, MAINTENANCE AND SUPPORT OR OTHERWISE, ALL OF WHICH ARE INCLUDED WITHIN THE DEFINITION OF “SOFTWARE” BELOW. THESE TERMS AND CONDITIONS SHALL CONSTITUTE A LEGALLY BINDING AGREEMENT BY AND BETWEEN CMT AND LICENSEE. LICENSEE’S ACCEPTANCE ACCORDING TO THE TERMS HEREIN AND/OR LICENSEE’S INSTALLATION, REPRODUCTION OR USE OF THE SOFTWARE ALSO SIGNIFIES LICENSEE’S AGREEMENT TO BE LEGALLY BOUND BY THESE TERMS AND CONDITIONS.
PLEASE NOTE THAT YOU NEED NOT AGREE TO BE BOUND BY THIS AGREEMENT. HOWEVER, IF YOU DO NOT AGREE TO BY LEGALLY BOUND BY THE TERMS AND CONDITIONS SET FORTH HEREIN, YOU ARE NOT PERMITTED TO INSTALL, COPY, USE OR TRANSFER THE SOFTWARE AND SHALL NOT HAVE ANY RIGHTS HEREUNDER AS A “LICENSEE.” IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, YOU SHOULD PROMPTLY UNINSTALL THE SOFTWARE. NO ADDITIONAL OR CONTRARY TERMS TO THIS AGREEMENT SHALL APPLY UNLESS AGREED TO IN A WRITTEN AGREEMENT BETWEEN LICENSEE AND CMT.
1. DEFINITIONS.
For the purposes of this Agreement, the following definitions shall apply:
1.1. “Derivative Work” means a work that is based upon or derived from the Software, such as a revision, modification, translation, abridgment, condensation or expansion, or any form in which Software may be recast, transformed or adapted, which, if prepared without the express written consent of CMT, would constitute copyright infringement.
1.2. “CMT Service” means the software service that enables Registered Users to store, organize, search and share information, text, documents, images and sounds, and upload and sync the same through one or more Certified Device(s).
1.3. “CMT Site” means the Internet site(s) published by CMT and applicable to the Software and/or CMT Service, as they may change from time to time.
1.4. “CMT Terms of Service” means the then applicable terms and conditions governing the use of the CMT Service, as published at the CMT Site.
1.5. “Individual Computer” means any general-purpose computing device (desktop, laptop, netbook, tablet, smart phone) that is operated by one human user at a time for that user's benefit (e.g., not as a server or in any partition of a computer system). Licensee may access the Software operating on an Individual Computer through a remote device without any additional license.
1.6. “Object Code” means the form of computer program or portion thereof that can be executed by a computer without further modification.
1.7. “Registered User” means any individual who has registered for an account to use the CMT Service.
1.8. “Software” means, collectively, (i) that version of the CMT application software reflected in text accessed within the application software, (ii) all updates, upgrades, patches, bug fixes and modifications thereto that may be released by CMT and made available to Licensee from time to time, if any, in Object Code form, (iii) use of the application software through the CMT site, and (iv) all written information and materials provided to Licensee with and regarding the application software, including, without limitation, in the “About” tab or other settings information areas within the particular application (which information may be referred to herein as “Documentation”).
1.9. “Source Code” means the human-readable form of the code and related system documentation for the Software, including all comments and any procedural code such as job control language.
1.10. “Supported Device” means the type of Individual Computer or cellular device (e.g., iPad, smartphone) or the Individual Computer or cellular device running a certain operating system (e.g., Windows, Android) for which the Software is designed and offered for use. CMT identifies the Supported Device for the Software by name in connection with the link through which the Software is made available for download or on the written software application description in the materials provided by CMT with the Software.
2. SOFTWARE LICENSES; GENERAL RESTRICTIONS.
2.1. License Grants.
2.1.1.Subject to the terms and conditions contained herein, Licensee is hereby granted, and Licensee accepts, a limited, non-exclusive, non-transferable license (i) to install and use the Software on one or more Supported Devices owned or controlled by Licensee and (ii) during such period of time that Licensee is a Registered User and for which CMT has received any applicable License Fee, use the Software to enable interaction between the CMT Service and the Supported Device on which the Software is installed, subject to the CMT Terms of Service.
2.1.2.Subject to the terms and conditions contained herein, CMT hereby grants Licensee a non-exclusive, non-transferable license to make a reasonable number of copies of the Software without modification for Licensee’s personal use. Licensee agrees that this License Agreement applies to all such copies.
2.1.3.Certain computer software components licensed by one or more third-parties may be provided with the Software. CMT grants Licensee a non-exclusive, non-transferable, fully-paid license to use one copy of any third-party software provided by CMT with the Software (“Third-Party Software”) on the terms herein and such terms (if any) as may be set forth in the Documentation (including any additional terms therein), provided that: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL THIRD-PARTY SOFTWARE IS PROVIDED “AS IS” AND WITH ALL FAULTS. THE PROVISIONS REGARDING DISCLAIMER OF WARRANTIES, EXCLUSION OF CONSEQUENTIAL AND CERTAIN OTHER DAMAGES AND LIMITATION OF LIABILITY IN SECTIONS 6 AND 7 BELOW SHALL APPLY TO SUCH THIRD-PARTY SOFTWARE.
2.2. General License Restrictions. Licensee shall only use the Software for Licensee’s personal use on a Supported Device and, in connection with the CMT Service, as permitted by the CMT Terms of Service. Licensee shall not cause or permit the renting, leasing, sublicensing or selling, or any dissemination or other distribution of copies of, the Software by any means or in any form to any person, and shall not permit others to use the Software via a timesharing, outsourcing, service bureau, application service provider, managed service provider or similar arrangement. Licensee may not use the Software in any way that is intended to circumvent the CMT Terms of Service or to otherwise violate any law or regulation. Licensee shall not use or distribute as a separate or standalone executable file, product or service any Third-Party Software or use such Third-Party Software except as a component part of the Software. Licensee agrees not to, directly or indirectly, take any action to modify, translate, decompile, reverse engineer, reverse compile, convert to another programming language or otherwise attempt to derive Source Code from the Software or any internal data files generated by the Software, or perform any similar type of operation on any software or firmware acquired under this Agreement, in any fashion or for any purpose whatsoever, except to the extent the foregoing restriction is expressly prohibited by applicable law notwithstanding this limitation. Licensee also acknowledges and agrees any such works are Derivative Works and acknowledges that CMT retains ownership of the copyright in any Derivative Works and is not granting any right to make, use, publish or distribute any Derivative Works of the Software. Licensee shall not modify or delete any CMT or third-party proprietary rights notices appearing in the Software, or any Third-Party Software, and will implement any changes to such notices, if feasible, that CMT may reasonably request. Licensee acknowledges and agrees that the technology manifested in the operation of the Software constitutes the valuable trade secrets and know-how of CMT and its suppliers and, to the extent Licensee discovers any such trade secrets, Licensee will not disclose them to any third party. Licensee acknowledges and agrees that this Agreement in no way shall be construed to provide to Licensee any express or implied license to use or otherwise exploit the Software or any portion thereof except as specifically set forth in this Agreement, and all rights not expressly granted to Licensee are reserved by CMT. Licensee has no right to transfer any interest in or to any Software, except as permitted by the express terms in this Agreement. The license granted herein is neither contingent on the delivery of any future functionality or features nor dependent on any oral or written public comments made by CMT regarding future functionality or features.
3. OWNERSHIP OF SOFTWARE.
3.1. CMT’s ownership interests in the Software are protected by United States and other applicable copyright, patent and other laws and international treaty provisions. Except for the limited license rights specifically granted to Licensee in this Agreement, all rights, title and interests, including without limitation intellectual property rights, in and to the Software, including all Derivative Works thereof, (and all copies thereof and related materials that are produced or shipped to Licensee under this Agreement), belong to and shall be retained by CMT or its suppliers, as applicable. Licensee acknowledges that the development of the Software is an ongoing process and that Licensee and other licensees of the Software benefit from the improvements resulting from such ongoing development. In order to facilitate such ongoing development, Licensee may provide certain suggestions, documentation, materials and other data to CMT regarding the use, improvement or applications of the Software (the "Contributed Ideas"), and Licensee hereby acknowledges and agrees that all Contributed Ideas may be used by CMT in the development of the Software and/or related products and services. Unless specifically provided in a writing signed by CMT and Licensee and specifically relating to the disclosure of any Contributed Ideas, and notwithstanding any provision in this Agreement to the contrary, Licensee hereby grants to CMT the irrevocable, perpetual, nonexclusive, worldwide, royalty-free right and license to disclose, use and incorporate the Contributed Ideas in connection with the development of the Software and/or related products and services, and the demonstration, display, license, reproduction, modification and distribution and sale of the Software and/or related products and services, without any obligation to provide any accounting or other reporting.
4. SOFTWARE SUPPORT; INTERACTION WITH CMT.
4.1. Support of Licensee. During the term of this Agreement, CMT shall use its commercially reasonable efforts to provide technical support of the Software to Licensee according to its then applicable support policies. Such technical support shall be available by email communication in the English language, during CMT’s regular business hours, subject to further restrictions, which may be set forth at the CMT Site or otherwise published by CMT and provided or made available to Licensee.
4.2. Information Sharing and Interactions. During installation of the Software and from time to time thereafter when Licensee uses the Software, the Software may send information about the Software and the Individual Computer on which the Software is installed to CMT. This information includes the version of the Software, the language of the Software (e.g., English, Japanese, etc.), the Internet protocol address of the Individual Computer and the Individual Computer’s hardware configuration. CMT does not use this information to identify personal information regarding Licensee. CMT does use this information to ensure that Licensee is operating the most current version of the Software and, if there is a newer release of the Software, enable Licensee to download and install the current version appropriate for the Individual Computer. Depending upon the settings in the Software, updates to the Software may be installed automatically without Licensee’s separate consent. In addition, CMT will use the information provided to CMT to enable interaction of the Individual Computer with the CMT Service, if Licensee is a Registered User. Licensee may customize the interactions with CMT through the settings found within the Software to limit or, in certain cases, eliminate such interactions. CMT will use digital certificates to confirm Licensee’s identity for the purpose of enabling standard encryption of content transmitted between Licensee’s Individual Computer and the CMT Service. In an effort to protect the security of such transmissions, Licensee cannot disable the use of such digital certificates in connection with the use of the CMT Service. By using the Software, Licensee consents to the sharing of the information and interactions described herein and, by using the Software with the CMT Service, Licensee also consents to the use of information described in the then current CMT Privacy Policy published at the CMT Site.
5. TERM AND TERMINATION.
5.1. This Agreement shall commence on the earlier date of delivery or download of the Software, shall be confirmed upon and by the installation of the Software on any device and shall continue for as long as CMT receives any applicable License Fee and for so long as Licensee complies with the terms herein, subject to termination or expiration in accordance with the terms provided herein. This Agreement shall automatically terminate, without notice, upon any failure by Licensee to comply with the terms of this Agreement. Upon the termination of this Agreement, all licenses and other rights granted to Licensee hereunder shall immediately terminate. Notwithstanding any termination of this Agreement, the provisions of Ownership of Software, Disclaimer of Warranties, Limitations on Liability, General Provisions and this Section shall survive and continue to be legally binding upon Licensee and CMT.
6. SOFTWARE WARRANTY AND DISCLAIMER OF WARRANTIES; SOFTWARE WARRANTY REMEDY.
6.1. Limited Warranty. CMT hereby warrants to Licensee that the Software will perform substantially in accordance with the functional description applicable thereto at the CMT Site if used in accordance with the terms of this Agreement and any applicable directions or requirements in the Documentation. The foregoing warranty is extended to the initial Licensee only, is not transferable and shall be in effect for thirty (30) days immediately following Licensee’s receipt of the Software (the “Software Warranty Period”). Licensee’s sole and exclusive remedy and the entire liability of CMT and its suppliers and licensors for any breach of this limited warranty will be, at CMT's option, repair or replacement of the Software, if such breach is reported prior to the expiration of the Warranty Period to CMT or the CMT authorized distributor that supplied the Software to Licensee (the “Software Warranty Remedy”). CMT may require that Licensee return or certify the destruction of all copies of the Software to CMT or to the authorized distributor in order to receive the designated remedy hereunder. Any replacement Software provided pursuant to this Section will be covered by the warranty in this Section for the remainder of the original Software Warranty Period or for 30 days from the date on which Licensee receives such repaired or replacement Software, whichever is longer.
6.2. Disclaimer of Warranties.
6.2.1.EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SOFTWARE IS BEING PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND AND CMT HEREBY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO THE SOFTWARE, INCLUDING, WITHOUT LIMITATION, ANY AND ALL IMPLIED WARRANTIES AS TO THE CONDITION, NONINFRINGEMENT, MERCHANTABILITY, DESIGN, OPERATION OR FITNESS FOR ANY PARTICULAR PURPOSE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY CMT, ITS RESELLERS AND/OR ITS OR THEIR AGENTS OR EMPLOYEES, SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE OR MODIFY THE SCOPE OF THE WARRANTIES EXPRESSLY SET FORTH HEREIN. If Licensee’s legal jurisdiction provides that a certain implied warranty may not be disclaimed, such implied warranty shall only apply to defects discovered during the period of the express Software Warranty Period provided herein. There is no implied warranty for defects discovered after the expiration of such Software Warranty Period. Some legal jurisdictions do not allow limitations on how long an implied warranty lasts, so these limitations may not apply to Licensee.
6.2.2.EXCEPT AS EXPRESSLY PROVIDED HEREIN, CMT DOES NOT WARRANT THAT THE SOFTWARE WILL MEET ALL REQUIREMENTS OF LICENSEE, OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL SOFTWARE DEFECTS WILL BE CORRECTED. FURTHER, CMT IS NOT RESPONSIBLE FOR ANY DEFECT OR ERROR RESULTING FROM: (I) THE MODIFICATION, MISUSE OR DAMAGE OF THE SOFTWARE BY PARTIES OTHER THAN CMT OR PARTIES PERFORMING AS A CONTRACTOR TO, AND AT THE DIRECTION OF, CMT, (II) LICENSEE’S FAILURE TO IMPLEMENT ALL BUG FIXES OR OTHER DEFECT CORRECTIONS WHICH ARE MADE AVAILABLE BY CMT, (III) USE OF THE SOFTWARE IN A MANNER INCONSISTENT WITH THE DIRECTIONS PROVIDED IN THE DOCUMENTATION OR AS PERMITTED BY THIS AGREEMENT, (IV) ANY COMPUTER VIRUS OR (V) ANY DEFECT IN OR FAILURE OF ANY THIRD PARTY’S INDIVIDUAL COMPUTER, EQUIPMENT, NETWORK OR SOFTWARE, OR FOR ANY USER ERROR. CMT DOES NOT WARRANT AND SHALL HAVE NO LIABILITY WITH RESPECT TO NON-CMT PRODUCTS OR SERVICES INCLUDING, WITHOUT LIMITATION, THIRD-PARTY SOFTWARE OR HARDWARE, INTERNET CONNECTIONS OR CONNECTIVITY OR COMPUTER NETWORKS.
7. LIMITATIONS ON LIABILITY.
7.1. Consequential Damages. IN NO EVENT SHALL CMT BE LIABLE TO LICENSEE FOR ANY LOSS OF OR DAMAGE TO DATA OR OTHER PERSONAL OR BUSINESS INFORMATION, LOST PROFITS OR USE OF THE SOFTWARE, OR FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, INCLUDING THE INSTALLATION, USE OR PERFORMANCE, OR INABILITY TO USE, THE SOFTWARE, EVEN IF CMT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
7.2. Limitation. DURING CERTAIN PERIODS, CMT MAY PROVIDE THE SOFTWARE AT NO CHARGE TO LICENSEE. IN CONSIDERATION FOR, AND AS A FUNDAMENTAL AND EXPRESS CONDITION OF ENABLING USE OF THE SOFTWARE WITHOUT CHARGE, AND NOTWITHSTANDING ANY PROVISION IN THIS AGREEMENT TO THE CONTRARY, CMT SHALL NOT HAVE ANY LIABILITY FOR ANY MATTER ARISING OUT OF THE SUBJECT MATTER OF THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEPT THE SOFTWARE WARRANTY REMEDY. THE LIMITATIONS HEREIN SHALL APPLY EVEN IF THE SOFTWARE WARRANTY REMEDY DOES NOT FULLY COMPENSATE LICENSEE FOR ANY OR ALL LOSSES, OR IF CMT KNEW OR SHOULD HAVE KNOWN ABOUT THE POSSIBILITY OF CONSEQUENTIAL DAMAGES. SOME LEGAL JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO LICENSEE IF LICENSEE RESIDES IN CERTAIN JURISDICTIONS.
8. COMPLIANCE WITH EXPORT LAWS.
8.1. Licensee acknowledges that the Software is subject to laws and regulations of the United States restricting the export thereof to foreign jurisdictions and agrees to comply with all applicable United States and foreign international laws, including, without limitation, the rules and regulations promulgated from time to time by the Bureau of Export Administration, United States Department of Commerce. Without limiting the foregoing, Licensee shall not download, and if downloaded shall not install or shall immediately uninstall and destroy, the Software if Licensee’s download, installation or use of the Software is prohibited under applicable laws. By installing or using the Software, Licensee agrees to the foregoing and certifies that it is not located in, under the control of, or a national or resident of any country or on any list of countries to which the United States has embargoed goods or on the United States Treasury Department’s list of Specially Designated Nations or the United States Commerce Department's Table of Denial Orders. Licensee shall not export, re-export, transfer or divert directly or indirectly, the Software, Documentation or other information or materials provided hereunder, or the output thereof, to any restricted place or person for which the United States or any other relevant jurisdiction requires any export license or other governmental approval at the time of export without first obtaining such license or approval. CMT has no responsibility for compliance with such laws and regulations by Licensee. Licensee hereby agrees to indemnify and hold harmless CMT from and against all claims, losses, damages, liabilities, costs and expenses, including reasonable attorneys’ fees, to the extent such claims arise out of any breach of this Section 8.
9. GENERAL PROVISIONS.
9.1. Entire Agreement; Amendment. This Agreement constitutes the entire agreement with regard to the subject matter hereof. No waiver, consent, modification or change of terms of this Agreement shall bind any party unless in writing signed by such party, and then such waiver, consent, modification or change shall be effective only in the specific instance and for the specific purpose given.
9.2. Governing Law. This Agreement is made subject to, and shall be construed in accordance with, the laws of the state of Alaska (without regard to its conflict of laws provisions). In the event of any dispute, the Parties agree that any action shall only be brought in the state or federal courts located in Anchorage, AK, except for any action by CMT in enforcing its intellectual property rights. The Parties agree that the courts of Alaska shall have original jurisdiction. The Parties agree that venue shall be proper in Alaska. Licensee hereby agrees to accept service of process by Licensor. Licensee agrees that service may be effectuated through electronic means, including email. Licensee hereby agrees to waive the following defenses to any action brought in Alaska: forum non conveniens, lack of personal jurisdiction, improper venue, insufficient process, insufficient service of process. In the event that Licensor seeks injunctive relief under this Agreement, the Licensee agrees that there will be the existence of the imminent likelihood of irreparable harm if an injunction is not issued and that an adequate remedy at law is unavailable. Licensee agrees that Licensor shall be entitled to such an injunction without the posting of any bond. Licensee agrees that any dispute or claim it has against Licensor may not be joined or consolidated with any claim or dispute of any third-party against Licensor without Licensor’s express written consent.
9.3. Waiver. The waiver by any party hereto of a breach or a default of any provision of this Agreement by another party shall not be construed as a waiver of any succeeding breach of the same or any other provision, nor shall any delay or omission on the part of either party to exercise or avail itself of any right, power or privilege that it has, or may have hereunder, operate as a waiver of any right, power or privilege by such party.
9.4. Headings. Captions and headings contained in this Agreement have been included for ease of reference and convenience and shall not be considered in interpreting or construing this Agreement.
9.5. Assignment; Successors. The terms and conditions of this Agreement shall inure to the benefit of and be enforceable by the parties hereto and their permitted successors and assigns; provided, that the only permitted successor or assignee shall be a party that acquires all or substantially all of the business and assets of CMT, whether by merger, sale of assets or otherwise by operation of law. Licensee shall not assign this Agreement or any right, interest or obligation under this Agreement, or in or relating to the Software. Any attempted assignment or delegation in contravention of this provision shall be void and ineffective.
9.6. Notice. If we make changes to these Terms, we will provide you with notice of such changes, such as by sending you an email and/or by posting the amended Terms via the CMT website. All amended Terms will become effective immediately on the date they are posted to the CMT website unless stated otherwise. If you continue to use the CMT service, you accept the changes in these Terms. If you do not agree to any amended Terms, you must stop using the CMT service immediately.
9.7. Severability. Unless specifically identified above, if any provision of these Terms is unenforceable for any reason, other terms are unaffected.
Last Updated: July 31, 2025