Every time i try to upgrade to 5.0, when backing up my phone i get an error -5001 that says my phone will lose all of its contents. What do i do?

what do i do to get my phone updated without it having this message pop up?

when i try to sync my music which i have on my PC's itunes it will just not transfere on the phone. everything will sync [apps, videos, contacts] but the music will just not transfere.
and when i try to download the music from the phone's itunes store it will say "Error. Tap again to retry".
Thera are no more details i have! i have no idea why the songs will not sync and will not download!

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