TERMS OF USE

Last Update: November 1, 2008

AGREEMENT BETWEEN USER AND MICROSOFT

The WindowsMedia.com (www.windowsmedia.com) and Shop For Music Online (shopformusic.microsoft.com) sites and services are comprised of various Web sites, Web pages and Web services operated by Microsoft or its affiliates (collectively, the "Windows Media Web Sites and Services").

The Windows Media Web Sites and Services are offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein. Your use of the Windows Media Web Sites and Services constitutes your agreement to all such terms, conditions, and notices. Your use of a particular web site included within the Windows Media Web Sites and Services may also be subject to additional terms outlined elsewhere in this agreement (the "Additional Terms").

Additionally, the Windows Media Web Sites and Services may themselves contain additional terms, codes of conduct or guidelines that govern use of those sites, including without limitation, particular features or offers (for example, sweepstakes).

In the event that any of the terms, conditions, and notices contained herein conflict with the Additional Terms or other terms and guidelines contained within any particular Windows Media Web Site, then these terms shall control.

PRIVACY AND PROTECTION OF PERSONAL INFORMATION

See the Privacy Statement for disclosures relating to the collection and use of your personal information.

MODIFICATION OF THESE TERMS OF USE

Microsoft reserves the right to change the terms, conditions, and notices under which the Windows Media Web Sites and Services are offered, including but not limited to the charges associated with the use of the Windows Media Sites/Services. You are responsible for regularly reviewing these terms and conditions and additional terms posted on particular websites. Your continued use of the Windows Media Web Sites and Services constitutes your agreement to all such terms, conditions, and notices.

PERSONAL AND NON-COMMERCIAL USE LIMITATION

Unless otherwise specified, the Windows Media Web Sites and Services are for your personal and non-commercial use. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from the Windows Media Sites/Services. Without the advance express written permission of WindowsMedia.com, you may not 'meta-search' the Windows Media Sites/Services, send, or cause to be sent, any automated queries of any sort to the Windows Media Sites/Services, or use the Windows Media Web Sites and Services in any commercial manner. "Automated queries" shall include but not be limited to using any software that sends queries to any Windows Media Web Sites and Services to determine how a web site "ranks" on any Windows Media Sites/Services.

LINKS TO THIRD PARTY SITES

The Windows Media Web Sites and Services contain links to third party Web sites ("Linked Sites"). The Linked Sites are not under the control of Microsoft and Microsoft is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. Microsoft is not responsible for webcasting or any other form of transmission received from any Linked Site nor is Microsoft responsible if the Linked Site is not working appropriately. Microsoft is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Microsoft of the site or any association with its operators. You are responsible for viewing and abiding by the privacy statements and terms of use posted at the Linked Sites.

Any dealings with third parties (including advertisers) included within the Windows Media Web Sites and Services or participation in promotions, including the delivery of and the payment for goods and services, and any other terms, conditions, warranties or representations associated with such dealings or promotions, are solely between you and the advertiser or other third party. Microsoft shall not be responsible or liable for any part of any such dealings or promotions.

NO UNLAWFUL OR PROHIBITED USE

As a condition of your use of the Windows Media Sites/Services, you will not use the Windows Media Web Sites and Services for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not use the Windows Media Web Sites and Services in any manner that could damage, disable, overburden, or impair any Windows Media Site/Service(s) (or the network(s) connected to any Windows Media Site/Service(s)) or interfere with any other party's use and enjoyment of any Windows Media Site/Service(s). You may not attempt to gain unauthorized access to anyWindows Media Site/Service, other accounts, computer systems or networks connected to anyWindows Media Site/Service, through hacking, password mining or any other means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through theWindows Media Sites/Services.

USE OF SERVICES

Microsoft reserves the right at all times to disclose any information as Microsoft deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in Microsoft's sole discretion.

MATERIALS PROVIDED TO MICROSOFT OR POSTED AT ANY WINDOWS MEDIA WEB SITE

Microsoft does not claim ownership of the materials you provide to Microsoft (including feedback and suggestions) or post, upload, input or submit to any Windows Media Site/Service or its associated services for review by the general public, or by the members of any public or private community, (each a "Submission" and collectively "Submissions"). However, by posting, uploading, inputting, providing or submitting ("Posting") your Submission you are granting Microsoft, its affiliated companies and necessary sublicensees permission to use your Submission in connection with the operation of their Internet businesses (including, without limitation, allWindows Media Sites/Services), including, without limitation, the license rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; to publish your name in connection with your Submission; and the right to sublicense such rights to any supplier of aWindows Media Site/Service.

No compensation will be paid with respect to the use of your Submission, as provided herein. Microsoft is under no obligation to post or use any Submission you may provide and Microsoft may remove any Submission at any time in its sole discretion.

By Posting a Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in these Terms of Use including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.

SOFTWARE AND CONTENT AVAILABLE THROUGH THE WINDOWS MEDIA WEB SITES AND SERVICES

All content and software (if any) that is made available to view and/or download in connection with theWindows Media Sites/Services, excluding content and/or software that may be made available by end-users through a Communication Service, ("Software") is owned by and is the copyrighted work of Microsoft Corporation and/or its suppliers and is protected by copyright laws and international treaty provisions. Your use of the Software is governed by the terms of the end user license agreement, if any, which accompanies or is included with the Software ("License Agreement"). You may not install or use any Software that is accompanied by or includes a License Agreement unless you first agree to the License Agreement terms.

For any Software not accompanied by a license agreement, Microsoft Corporation hereby grants to you, the user, a revocable personal, non-transferable license to use the Software for viewing and otherwise using the particular WindowsMedia.com Site/Service in accordance with these Terms of Use, and for no other purpose provided that you keep intact all copyright and other proprietary notices. Any reproduction or redistribution of the content and/or Software is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible. WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION OF THE CONTENT OR SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED. You acknowledge that the Software, and any accompanying documentation and/or technical information, is subject to applicable export control laws and regulations of the USA. You agree not to export or re-export the Software, directly or indirectly, to any countries that are subject to USA export restrictions.

LIABILITY DISCLAIMER

THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE WINDOWS MEDIA WEB SITES AND SERVICES MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY MADE TO THE WINDOWS MEDIA WEB SITES AND SERVICES AND TO THE INFORMATION THEREIN. MICROSOFT AND/OR ITS RESPECTIVE SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE WINDOWS MEDIA WEB SITES AND SERVICES AT ANY TIME. ADVICE RECEIVED VIA THE WINDOWS MEDIA WEB SITES AND SERVICES SHOULD NOT BE RELIED UPON FOR PERSONAL, MEDICAL, LEGAL OR FINANCIAL DECISIONS AND YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE TAILORED TO YOUR SITUATION.

MICROSOFT CORPORATION AND/OR ITS RESPECTIVE SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, LACK OF VIRUSES OR OTHER HARMFUL COMPONENTS AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED WITHIN THE WINDOWS MEDIA WEB SITES AND SERVICES FOR ANY PURPOSE. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. MICROSOFT AND/OR ITS RESPECTIVE SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, TITLE AND NON-INFRINGEMENT.

YOU SPECIFICALLY AGREE THAT MICROSOFT SHALL NOT BE RESPONSIBLE FOR UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, OR ANY TRANSACTIONS ENTERED INTO THROUGH A WINDOWS MEDIA SITE/SERVICE. YOU SPECIFICALLY AGREE THAT MICROSOFT IS NOT RESPONSIBLE OR LIABLE FOR ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE OR ILLEGAL CONTENT OR CONDUCT OF ANY OTHER PARTY OR ANY INFRINGEMENT OF ANOTHER'S RIGHTS, INCLUDING INTELLECTUAL PROPERTY RIGHTS. YOU SPECIFICALLY AGREE THAT MICROSOFT IS NOT RESPONSIBLE FOR ANY CONTENT SENT USING AND/OR INCLUDED IN AWINDOWS MEDIA SITE/SERVICE BY ANY THIRD PARTY.

IN NO EVENT SHALL MICROSOFT AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE WINDOWS MEDIA SITES/SERVICES, WITH THE DELAY OR INABILITY TO USE THE WINDOWS MEDIA WEB SITES AND SERVICES OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE WINDOWS MEDIA SITES/SERVICES, OR OTHERWISE ARISING OUT OF THE USE OF THE WINDOWS MEDIA SITES/SERVICES, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF MICROSOFT OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE WINDOWS MEDIA SITES/SERVICES, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THEWINDOWS MEDIA SITES/SERVICES.

OTHER LIMITATIONS

You agree that Microsoft may establish limits concerning use of anyWindows Media Service offered on a Windows Media Web Site, including without limitation the maximum number of times and duration you may access any Windows Media Service in a given period of time.

You agree that Microsoft has no responsibility or liability for the deletion, corruption or failure to store any messages or other content maintained or transmitted by any Windows Media Service.

MICROSOFT MAKES NO WARRANTY THAT ANY WINDOWS MEDIA SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE.

TERMINATION/ACCESS RESTRICTION

Microsoft reserves the right, in its sole discretion, to terminate your access to any or all Windows Media Web Sites and Services and the related services or any portion thereof at any time, without notice.

Upon termination of the Windows Media Sites and Services, your right to use the Windows Media Sites and Services immediately ceases.

GENERAL

This agreement is governed by the laws of the State of Washington, U.S.A. You hereby irrevocably consent to the exclusive jurisdiction and venue of courts in King County, Washington, U.S.A. in all disputes arising out of or relating to the use of the Windows Media Sites/Services. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Microsoft as a result of this agreement or use of the Windows Media Sites/Services. You agree to indemnify and hold Microsoft, its parents, subsidiaries, affiliates, officers and employees, harmless from any claim, demand, or damage, including reasonable attorneys' fees, asserted by any third party due to or arising out of your use of or conduct on the Windows Media Sites/Services. Microsoft reserves the right to disclose any personal information about you or your use of the Windows Media Sites/Services, including its contents, without your prior permission if Microsoft has a good faith belief that such action is necessary to: (1) conform to legal requirements or comply with legal process; (2) protect and defend the rights or property of Microsoft or its affiliated companies; (3) enforce the terms or use; or (4) act to protect the interests of its members or others. Microsoft's performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of Microsoft's right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Windows Media Web Sites and Services or information provided to or gathered by Microsoft with respect to such use. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect. Unless otherwise specified herein, this agreement constitutes the entire agreement between the user and Microsoft with respect to the Windows Media Web Sites and Services and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and Microsoft with respect to the Windows Media Sites/Services. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

COPYRIGHT AND TRADEMARK NOTICES:

All contents of the Windows Media Web Sites and Services are the copyrighted work of Microsoft Corporation and/or its suppliers, One Microsoft Way, Redmond, Washington 98052-6399 U.S.A. All rights reserved.

TRADEMARKS. Microsoft, Windows, Windows Live, Windows NT, Windows Media, MSN, Xbox, Zune, Silverlight, Games for Windows, and/or other Microsoft products referenced herein are either trademarks or registered trademarks of Microsoft Corporation in the United States and/or other countries. The names of actual companies and products mentioned herein may be the trademarks of their respective owners.

Any rights not expressly granted herein are reserved.

NOTICES AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT

Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement should be sent to Service Provider's Designated Agent. ALL INQUIRIES NOT RELEVANT TO THE FOLLOWING PROCEDURE WILL RECEIVE NO RESPONSE. See Notice and Procedure for Making Claims of Copyright Infringement .

ADDITIONAL TERMS

METADATA AVAILABLE THROUGH THE WINDOWS MEDIA WEB SITES AND SERVICES

You may not modify, copy or scan or use any other method to reproduce, duplicate, translate, republish, transmit or distribute in any way any portion of the Database(s) as defined below. You may not download any portion of the Database(s) except for your own personal, non-commercial use. You agree to indemnify, defend and hold harmless all Data providers and their affiliates, Microsoft Corporation and its affiliates, against any and all claims, damages, costs or other expenses that arise directly or indirectly out of or from (a) your unauthorized use of the Database, (b) your violation of this directive and/or (c) your unauthorized activities in connection with the Database. Any reproduction, publication, further distribution or public exhibition the Database, in whole or in part, is strictly prohibited. "Database(s)" means, collectively and interchangeably, the Music Database and the Movie Database and any additional, replacement or future textual and/or numeric database(s) provided by Microsoft or to Microsoft by Data provider. "Music Database" means the database that incorporates all music data; "Movie Database" means the database that incorporates all movie data.

If you request related media information to be provided as part of your playback experience, you agree the data provided to you may not be in your local language. Please note: various countries/regions have laws and regulations which may restrict or limit the user's ability to access certain types of content and we urge you to determine if you are subject to such laws and regulations.

Proprietary Rights Notices of third party Metadata providers

All Media Guide, LLC.

AMG DATA ("DATA") is the property of All Media Guide, LLC.,("AMG"), doing business as AMG, All-Music Guide, All-Movie Guide, and All-Games Guide. You may not modify, copy or scan or use any other method to reproduce, duplicate, translate, republish, transmit or distribute in any way any portion of the DATA. You may not download DATA except for your own personal, non-commercial use. You agree to indemnify, defend and hold harmless AEC and its affiliates, Microsoft Corporation and its affiliates, against any and all claims, damages, costs or other expenses that arise directly or indirectly out of or from (a) your unauthorized use of the DATA, (b) your violation of this directive and/or (c) your unauthorized activities in connection with the DATA. Any reproduction, publication, further distribution or public exhibition of materials provided at this site, in whole or in part, is strictly prohibited.

CONTACT INFORMATION

Microsoft welcomes your comments regarding this statement.

WindowsMedia.com
Microsoft Corporation
One Microsoft Way
Redmond, Washington 98052

To find contact details for the Microsoft subsidiary or affiliate in your country or region, see http://www.microsoft.com/worldwide