1. For the purposes of these Conditions the term "the Club" shall mean SOLID SOUND UK LTD. The term "the music" shall mean such compact discs, tapes or sound recordings as are supplied by the Club and the term "the Member" shall mean the person that has been accepted by the Club as a member and to whom the Club supplies or will in the future supply the music.

2. These Conditions shall be the sole contractual basis of the agreement between the Club and the Member.

3 The Member hereby warrants that he/she is a bona fide aerobics teacher and on that basis has made application to join the Club that shall provide the service described within paragraph 7 below.

4. The Member's application to the Club shall not be accepted by the Club until the Member has completed (to the satisfaction of the Club) and delivered to the Club the appropriate application form and the Member has been accepted as such.

5. The Members membership and subscription to the Club therefore shall be for a 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 until such time as the Club 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 Club during the Term.
b) The relevant level of service to which the member has subscribed.
c) Subscription to the Catalogue throughout the Term. The Catalogue will be issued periodically with updates.
d) The right to publicly perform the copyright recordings of the music for the purpose of holding aerobic and/or fitness classes. For the avoidance of doubt it is hereby acknowledged between the parties hereto that Membership of the Club includes a Phonographic Performance Limited ('PPL") fee which entitles the Member to publicly perform the copyright recordings of the music as aforesaid at any public venue including venues not licensed by PPL. The member further acknowledges that on the earlier of expiry or termination of the Term the right to publicly play the music shall cease forthwith.
e) Not withstanding the foregoing, the Member may order additional music during the Term PROVIDED THAT the order for such additional music shall be notified to the Club by the Member completing and submitting to the Club the relevant order form accompanied by the relevant fee as published at the time. Additional purchases may also be made by telephone.

8. The Member shall pay to the Club an annual fee (the "Membership Fee") payable by one of the following methods:
i) a cheque made payable to SOLID SOUND UK LTD. For the avoidance of doubt payment by cheque shall be a single payment in respect of the total Membership Fee.
ii) by credit or debit card.
iii) by purchase order

9. The Member may purchase additional music from the Club by means of cheque or credit card.

10. The Member hereby warrants, undertakes and represents to the Club 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 music 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 Tapes and CD's other than in accordance with the Club subscription/PPL license (as specified in paragraph 7(d) above).
c) The Member will indemnify and keep the Club 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 Club shall not be liable for any act and/or omissions of the Member and the Member hereby agrees to keep the Club fully advised of any claims by third parties which arise as a result of the same.
d) It is hereby acknowledged by the Member that the music and all the intellectual property rights contained therein shall during the Term remain the exclusive property of the Club and PPL and the Club's supply of the music to the Member shall not imply or be construed in any way whatsoever as ownership of the music by the Member.

11. The Club hereby warrants, represents and undertakes that:-
a) Save for fees and other payments in respect of public performance income the Club 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. Not withstanding anything to the contrary herein the Club 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 Club.

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 28 days, this Agreement shall be void and any public performance of these tapes shall be regarded as an infringement of PPL's copyright or if the Member goes into liquidation or a petition in bankruptcy is entered against the Member.

15. The Member hereby acknowledges that the Club has a license agreement with PPL and understands that his/her name will be forwarded to the PPL.

16. The Member hereby acknowledges that after termination of this Agreement for whatsoever reason, the Member shall no longer have the right to perform the music in public. The Member further acknowledges that the right to perform music in public is obtained through possession of a valid PPL license which license shall be obtained in the name of the Member and managed by the Club under the terms of this Agreement.

17. Compilations purchased from SOLID SOUND UK LTD. are supplied on a non changeable non refundable basis unless the production is faulty. They will only be replaced on a like for like basis.

18. The Member acknowledges that the supply of music to the Member does not include any authorisation that may be necessary to enable either the reproduction or use of any performance contained in such music whether from the Musicians' Union, the British Actors' Equity Association or any third party for the reproduction of any copyright work included in such music whether from the MCPS or any third party or the public performance, broadcasting or inclusion in a cable programme of any copyright work from the Performing Rights Society.
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 Club. The Club 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 Club 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.

19. The agreement between the Club 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 club will only hold cds on account for a period of 6months after this date all accounts will be zero.

21. In the event of theft of the member’s cds the company will not be held responsible and replacement is not the responsibility of the company.

22. The club has the right to deduct monies from the member, if the member has not informed us to the contrary, for the day to day workings of the membership. ie member renewal amounts & deposits.