1.For the purposes of these Conditions Multitrax Professional shall be referred to as "The Company" the term "the products" shall refer to compact discs, DVD, Courses, Conventions or equipment as are supplied by the Company and the term "the Member" shall refer to the person that has been accepted by the Company as a member and to whom the Company supplies or will in the future supply products. ''Credits'' are referred to as the currency used to purchase products as a member. Each membership carries a certain number of credits which can be used to purchase the products offered by the company.
2.These Conditions shall be the sole contractual basis of the agreement between the Company and the Member.
3. The Member herby warrants that he/she is a bona fide Fitness Professional and on that basis has made application to join the Company that shall provide the service described within paragraph 7 below.
4. The Member’s application to the Company shall not be accepted by the Company until the Member has completed (to the satisfaction of the Company) and delivered to the Company the appropriate application form and the Member has been accepted as such.
5. The Members membership and subscription to the Company therefore shall be for a continuous period of one (1) year from the date of acceptance of membership and hereinafter referred to as "the Term".
6. The Term shall be deemed to be automatically extended for a rolling 12 month period until such time as the Company receives notice in writing from the Member notifying it of the Member’s cancellation of his/her membership. In the event of such cancellation, the cancellation provisions contained in paragraph 13 below shall apply.
7. In consideration of the membership the Member shall be entitled to the following:
a) Membership to the Company during the Term.
b) The relevant level of service to which the Member has subscribed (currently described as level "Pro 100", "Pro 250", "Pro 500" or "Pro 1000")
c) Subscription to the Products Catalogue throughout the Term. The Products Catalogue will be issued periodically with updates.
d) The Member may purchase additional credits during the Term.
8. The Member shall pay to the Company an annual fee (the "Membership Fee") payable by one of the following methods:
i) A cheque made payable to Multitrax Professional Limited. For the avoidance of doubt payment by cheque shall be a single payment in respect of the total Membership Fee.
ii) by standing order.
iii) by credit or debit card.
9. The Member may purchase additional music from the Company by means of cheque or credit card.
10. The Member hereby warrants, undertakes and represents to the Company as follows:
a) The Member will not copy, re-record, edit, rent, hire, lend, exchange, broadcast, transmit, sell or resell or otherwise deal in any manner or authorise any third party to deal in any manner whatsoever with the media product or any part thereof which would infringe the rights of the copyright owners of the recordings contained in the said music.
b) The Member will not publicly perform or broadcast the recordings contained in the CD’s other than in accordance with the Company subscription and warrants that they hold a valid PPL Licence where appropriate.
c) The Member will indemnify and keep the Company indemnified against all losses, damage costs claims and expenses (including without limitation reasonable legal costs on an indemnity basis) arising out of any breach or alleged breach or act or omission or default of the Member’s obligations, warranties, representations and/or undertakings hereunder. The Company shall not be liable for any act and/or omissions of the Member and the Member hereby agrees to keep the Company fully advised of any claims by third parties which arise as a result of the same.
11. The Company hereby warrants, represents and undertakes that:-
a) The Company shall obtain all necessary consents for the use of the recordings contained in the Music.
b) It shall be responsible for paying or procuring payment to all third parties claiming rights in the recordings contained in the music and the musical compositions contained therein.
12. Notwithstanding anything to the contrary herein, the Company shall be entitled to terminate this Agreement forthwith in the event that the Member fails to pay all and any sums due pursuant to the provisions of these Conditions within thirty (30) days after such sums are due whether or not such sums are demanded by the Company.
13. In the event that the Member wishes to terminate his/her membership at the expiry of the Term he/she must give thirty (30) days notice in writing of his intention to do so prior to the expiry of the Term.
a) All cancellations received by "the Company" must be acknowledged in writing.
14.In the event that the Member commits or permits to be committed, any breach or breaches of any of the terms or conditions hereunder (including non-payment) and the Member shall not have remedied such breach within twenty eight (28) days, this Agreement shall be void or if the Member goes into liquidation or an order in bankruptcy is entered against the Member.
15. The Member hereby acknowledges that if there are any amounts outstanding pursuant to the payment schedule then the member accepts that the right to make purchases for products using credit or attending courses, workshops or conventions will be suspended until the members account is up to date.
16. Products purchased from the Company are supplied on a non-changeable, non refundable basis unless the production is faulty.
17. Products purchased from the Company are supplied on a non-changeable, non refundable basis unless the production is faulty.
a) It is hereby acknowledged and agreed by the parties hereto that this Agreement is personal to the member and that the Member may not assign or otherwise dispose of this Agreement without the prior written consent of the Company. The Company may however assign the benefit of this agreement.
b) The invalidity of any part of this Agreement shall not affect the remainder thereof.
c) This Agreement shall not constitute a partnership or joint venture between the Company and the Member.
d) Expressions herein contained shall, unless defined herein or otherwise expressed as being to the contrary, have the meanings generically ascribed to them in the entertainment industry in the UK.
e) All references herein to the singular shall include the plural and the masculine gender shall include the feminine and the individual shall include a partnership and/or a body corporate and vice versa.
f) The Company hereby reserves the right to make any changes that it deems necessary to the available music and to the frequency with which it issues updates.
18. If the Member cancels a standing order before the end of the term they will be required to pay the outstanding amount in full and within thirty (30) days of breach. A £50.00 Administration fee will be charged to dis-honoured accounts in addition to the full outstanding amount.
19. The agreement between the Company and the Member shall be subject to the laws of England and Wales and all disputes arising out of such shall be subject to the jurisdiction of the Courts of England and Wales.
20. The Company holds the authority to debit credit cards for monthly payments not received by Direct Debit & the Company will inform the member.
21. The Company from time to time may wish to review its pricing structure. In this instance the Company will give the member three (3) months notice in writing of any increase