Terms & Conditions
Effective: October 30, 2008
1. Acceptance of the Terms and Conditions.
2. Use of the Websites.
2.1 The Websites contain material, including but not limited to software, text, graphics and images (collectively referred to as the “Content”). We may own the Content or portions of the Content may be made available to us through arrangements that we have with third-parties. The Content is protected by United States and foreign intellectual property laws. Unauthorized use of the Content may result in violation of copyright, trademark, and other laws. You have no rights in or to the Content, and you will not use, copy or display the Content except as permitted under this Agreement. No other use is permitted without our prior written consent. You must retain all copyright and other proprietary notices contained in the original Content on any copy you make of the Content. You may not sell, transfer, assign, license, sublicense, or modify the Content or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Content in any way for any public or commercial purpose. The use or posting of any of the Content on any other web site or in a networked computer environment for any purpose is expressly prohibited. If you violate any part of this Agreement, your right to access and/or use the Content and Websites shall automatically terminate and you shall immediately destroy any copies you have made of the Content.
2.2 The trademarks, service marks, and logos of Source Audio (the “Company Trademarks”) used and displayed on the Websites are registered and unregistered trademarks or service marks of Source Audio. Other company, product, and service names located on the Websites may be trademarks or service marks owned by third-parties (the “Third-Party Trademarks”, and, collectively with Source Audio Trademarks, the “Trademarks”). Nothing on the Websites or in this Agreement should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on the Websites without the prior written consent of Source Audio specific for each such use. The Trademarks may not be used to disparage Source Audio or the applicable third-party, Source Audio’s or third-party’s products or services, or in any manner (using commercially reasonable judgment) that may damage any goodwill in the Trademarks. Use of any Trademarks as part of a link to or from any web site is prohibited without Source Audio’s prior written consent. All goodwill generated from the use of any Company Trademark shall inure to Source Audio’s benefit.
2.3 You agree not to: (a) take any action that imposes an unreasonable load on the Websites’ infrastructure, (b) use any device, software or routine to interfere or attempt to interfere with the proper working of the Websites or any activity being conducted on the Websites, (c) attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or making up the Websites, (4) delete or alter any material posted on the Websites by Source Audio or any other person or entity, or (5) frame or link to any of the materials or information available on the Websites.
2.4 The Websites contain links to third-party web sites (“External Sites”). These links are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites. The content of such External Sites is developed and provided by others. You should contact the site administrator or Webmaster for those External Sites if you have any concerns regarding such links or any content located on such External Sites.
We are not responsible for the content of any linked External Sites and do not make any representations regarding the content or accuracy of any materials on such External Sites. You should take precautions when downloading files from all web sites to protect your computer from viruses and other destructive programs. If you decide to access any External Sites, you do so at your own risk.
2.5 Certain elements of the Websites are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including but not limited to, the use of framing or mirrors, except as otherwise expressly permitted by Section 2.1 of the Agreement. None of the Content for the Websites may be retransmitted without the express written consent from Source Audio for each and every instance.
3. Product Purchase
3.1 Source Audio may make certain merchandise and products available for purchase through the Websites. Additional terms and conditions may apply to such purchases. Please call us at (781) 932-8080 for information on how to return any defective product or merchandise purchased through the Websites.
3.2 Source Audio reserves the right to change the descriptions, specifications, and prices of the products offered on the Websites without notice and at any time. Source Audio does not guarantee that product descriptions, specifications and prices of products are accurate, complete or current at all times. Such products may not be available for delivery to your country of residence. Our delivery to you of an e-mail confirmation following your placement of an order does not represent our acceptance of the order, and we reserve the right to reject any order or limit the quantity of products under the order.
4. Limitation of Liability and Disclaimer of Warranties.
4.1 SOURCE AUDIO, ITS AFFILIATES, THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS (COLLECTIVELY, THE “SOURCE AUDIO PARTIES“) MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE CONTENT, INCLUDING BUT NOT LIMITED TO ITS ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS OR RELIABILITY. SOURCE AUDIO PARTIES SHALL NOT BE SUBJECT TO LIABILITY FOR THE TRUTH, ACCURACY OR COMPLETENESS OF THE CONTENT OR ANY OTHER INFORMATION CONVEYED TO THE USER OR FOR ERRORS, MISTAKES OR OMISSIONS THEREIN OR FOR ANY DELAYS OR INTERRUPTIONS OF THE DATA OR INFORMATION STREAM FROM WHATEVER CAUSE. YOU AGREE THAT YOU USE THE WEBSITES AND THE CONTENT AT YOUR OWN RISK.
SOURCE AUDIO PARTIES DO NOT WARRANT THAT THE WEBSITES WILL OPERATE ERROR FREE OR THAT THE WEBSITES, THEIR SERVER(S), OR THE CONTENT ARE FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES. IF YOUR USE OF THE WEBSITES OR THE CONTENT RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, NO COMPANY PARTY SHALL BE RESPONSIBLE FOR THOSE COSTS.
THE WEBSITES AND CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. SOURCE AUDIO PARTIES DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF TITLE, MERCHANTABILITY, NON INFRINGEMENT OF THIRD PARTIES RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE.
4.2 IN NO EVENT SHALL ANY COMPANY PARTY BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTAL AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO USE THE WEBSITES AND THE CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF SUCH COMPANY PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
4.3 Some states do not allow exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the above limitations or exclusions may not apply to you. IN SUCH STATES, THE LIABILITY OF THE SOURCE AUDIO PARTIES SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
5. Indemnification. You agree to defend, indemnify, and hold harmless Source Audio Parties from and against any claims, actions or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from your breach of this Agreement or your access to, use or misuse of the Content or Websites. Source Audio shall provide notice to you of any such claim, suit, or proceeding. Source Audio reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting Source Audio’s defense of such matter.
6. Termination of the Agreement.
6.1 Source Audio reserves the right, in its sole discretion, to restrict, suspend, or terminate this Agreement and your access to all or any part of the Websites or the Content at any time and for any reason without prior notice or liability. Source Audio reserves the right to change, suspend, or discontinue all or any part of the Websites or the Content at any time without prior notice or liability.
6.2 Sections 2 (Use of the Websites), 3 (Limitation of Liability and Warranty), 5 (Indemnification), 6 (Termination of Agreement), and 9 (Miscellaneous) shall survive the termination of this Agreement.
7. User Must Comply with Applicable Laws.
7.1 The Websites are based in Woburn, Massachusetts. We make no claims concerning whether the Content may be downloaded, viewed, or be appropriate for use outside of the United States. If you access the Websites or the Content from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.
7.2 The United States controls the export of products and information. You expressly agree to comply with such restrictions and not to export or re-export any of the Content to countries or persons prohibited under the export control laws. By downloading the Content, you are expressly agreeing that you are not in a country where such export is prohibited or are a person or entity for which such export is prohibited. You are solely responsible for compliance with the laws of your specific jurisdiction regarding the import, export, or re-export of the Content.
8. U.S. Government Restricted Rights. The Content is provided with “RESTRICTED RIGHTS.” Use, duplication, or disclosure by the Government is subject to the restrictions contained in 48 CFR 52.227-19 and 48 CFR 252.227-7013 et seq. or its successor. Use of the Websites or Content by the Government constitutes acknowledgement of our proprietary rights in the Websites and Content.
This Agreement is governed by the internal substantive laws of the Commonwealth of Massachusetts, without respect to its conflict of laws provisions. You expressly agree to submit to the exclusive personal jurisdiction of the state and federal courts sitting in the City of Boston in the Commonwealth of Massachusetts. If any provision of this Agreement is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. Failure of Source Audio to act on or enforce any provision of the Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against Source Audio unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by Source Audio and you, this Agreement constitutes the entire Agreement between you and Source Audio with respect to the subject matter, and supercedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience and shall not be given any legal import. This Agreement will inure to the benefit of our successors, assigns, licensees, and sublicensees. Any information submitted or provided by you to the Websites might be publicly accessible. Important and private information should be protected by you. Source Audio is not liable for protection of privacy of electronic mail or other information transferred through the Internet or any other network that you may use.