These are the terms and conditions governing your use of Synergy Pro Audio & Lighting's' web site and its services. Please read this entire agreement carefully. If you do not accept this agreement, you may not use and access the web site or any of its services.
1. Acceptance of Terms and Conditions.
1.1. Welcome to the Synergy Pro Audio & Lighting ("Company") web site available at and under the domain name SYNERGYPROAUDIO.COM and other such other or successor domain names as Company may make available operate, acquire or use from time to time. This Terms and Conditions of Service Agreement (this "Agreement") sets forth the terms and conditions governing your use of this web site and your access to and use of the information, content and services offered on this web site. By accessing or using this web site or any of the services, you accept and agree to be legally bound by this Agreement, as it may be amended or supplemented from time to time (as further described below), and agree to all operating rules and/or policies of Company and the services that may be published by Company on this web site. All these rules and policies are incorporated into this Agreement by this reference.
1.2. The Company reserves the right, at any time and from time to time, to update, revise, supplement and to otherwise modify this Agreement and to impose new or additional rules, policies, terms or conditions on your use of the services. Such updates, revisions, supplements, modifications and additional rules, polices, terms and conditions (collectively referred to in this Agreement as "Additional Terms") shall be effective immediately and incorporated into this Agreement upon notice thereof, which may be given by any reasonable means including by posting to this Site or the web sites of Company's related or affiliated entities. Your continued use of the services following such notice shall be deemed to conclusively indicate your acceptance of any and all such Additional Terms. All Additional Terms are hereby incorporated into this Agreement by this reference.
2. Use and Access to this Web Site.
2.1. You are granted a limited revocable license to use and access this web site for the sole purpose of creating, designing, reviewing, evaluating and ordering the products and services offered through this web site. This license does not allow you to use and access this web site that exceeds the scope or breaches this Agreement.
2.2. The Company owns all intellectual property and other rights in the web site and services offered by the web site. You may not download, publish, modify, retain, use, distribute or otherwise exploit any portion of this web site for any commercial purpose.
2.3. User Accessing of Site and/or User's Information (a) shall not be fraudulent; (b) shall not infringe any third party's copyright, patent, trademark, trade secret or other intellectual property, proprietary rights, rights of publicity or privacy rights (c) shall not violate any law, statute, ordinance or regulation (including without limitation those governing export control, consumer protection, unfair competition, licensing requirements, anti discrimination or false advertising); (d) shall not be defamatory, trade libelous, threatening, harassing or otherwise objectionable by this Company; (e) shall not contain any viruses, "Trojan horses", worms, time bombs, cancelbots or other computer programming or routines that are directly intended or indirectly result in damage, detrimentally interfere with, surreptitiously intercept or expropriate any equipment, system, data or personal information; (f) shall not use any tools, programs, robotic algorithms or products to automatically download or "spider" the site or any of the pages of the site (except in the operation or use of an internet search engine, hit counters or similar technology); (g) shall not modify, create derivative works from, reverse engineer, decompile or disassemble any technology used to provide the service offered by this web site; (h) shall not collect electronic mail addresses or other information from third parties by using the Company's service; (I) shall not impersonate another person or entity; (j) shall not engage in any activity that interferes with another user's ability to use or enjoy the Company's service; and (k) shall not assist or encourage any third party in engaging in any activity prohibited by this Agreement.
3. Copyright and Trademark.
3.1. All content, materials and software posted to or used in conjunction with the services including, without limitation, text, graphics, logos, button icons, images and audio clips are the property of Company or its licensors and are protected by U.S. and international copyright, trademarks and other proprietary rights and Intellectual Property Rights laws. The compilation of all content on this web site is the exclusive property of Company and is protected by U.S. and international copyright laws. Except to the minimum extent otherwise expressly permitted under copyright law, no copying or exploitation of material from the services is permitted without the express written permission of Company and any other applicable copyright owner. You also may not resell the services (or any part thereof). You acknowledge that you do not acquire any ownership rights by virtue of downloading copyrighted material from the services. All rights not expressly granted hereunder are expressly reserved to Company.
3.2. The "look and feel" of the Company web site is also the Company's trademark and proprietary trade dress. This includes Company's color combinations, button shapes, layout, and all other graphical and navigational elements. The "look and feel" of the Company affiliates' Sites, including without limitation their color combinations, button shapes, layout, and all other graphical and navigational elements are also Company's trademarks and proprietary trade dress.
3.3. The Company does not monitor or screen the content created through its site, and provides no warranty of any kind that logo designs created using the design tools will not infringe, or be subject to a claim of infringing, the trademark or other rights of another party. You are responsible for the content you create and ensuring that it does not infringe the rights of others. The Company reserves the right, in its sole and absolute discretion, to cancel any order or transaction that it considers in violation of this Agreement or that it considers objectionable. If you believe your rights under applicable copyright laws are being infringed, you may notify our designated agent by contacting us at firstname.lastname@example.org.
4. Disclaimer of Warranties.
4.1. THIS WEB SITE IS PROVIDED BY THE COMPANY ON AN "AS IS" AND "AS AVAILABLE" BASIS. THIS COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE, THE INFORMATION, CONTENT, MATERIALS, PRODUCTS OR SERVICES INCLUDED ON THIS SITE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND THE STATUTORY WARRANTY AGAINST NON-INFRINGEMENT. NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY WEB SITE OR ITS EMPLOYEES OR REPRESENTATIVES, WILL CREATE A WARRANTY AND YOU MAY NOT RELY ON ANY SUCH INFORMATION OR ADVICE.
5. Limitation of Liability.
5.1. NEITHER THE COMPANY NOR ANY OF ITS REPRESENTATIVES, AFFILIATES, LICENSORS OR CONTENT PROVIDERS SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF THE SERVICES OR TRANSACTIONS THROUGH THIS WEB SITE OR THE INABILITY TO GAIN ACCESS TO THIS WEB SITE. YOU AGREE THAT, IN NO EVEN SHALL THE COMPANY OR ITS OFFICERS, DIRECTORS, OWNERS, INDEPENDENT CONTRACTORS, EMPLOYEES, AGENTS, LICENSORS OR AFFILIATES BE LIABLE, AND YOU RELEASES ALL SUCH PERSONS FROM ANY LIABILITY, DIRECTLY OR INDIRECTLY, TO YOU FOR ANY LOSS, DAMAGE, LIABILITY OR EXPENSE ARISING OUT OF OR RELATED TO THE USE OF THIS WEB SITE OR THE USE OF THE SERVICES THROUGH THIS WEB SITE REGARDLESS OF WHETHER SUCH LOSS, DAMAGE, LIABILITY OR EXPENSE RESULTS DIRECTLY OR INDIRECTLY FROM WEB SITE NEGLIGENCE. IN ANY EVENT, WEB SITE'S LIABILITY TO YOU IS LIMITED TO $100.00. IN NO EVENT SHALL THIS COMPANY BE LIABLE OR RESPONSIBLE FOR ANY DAMAGES OR CONSEQUENCES ARISING FROM OR RELATED TO YOUR INAPPROPRIATE OR UNAUTHORIZED USE OF THIS SITE OR IT'S CONTENT.
6.1. You agree that you shall indemnify and defend the Company and all parties from whom the Company has licensed portions of content, and their directors, officers, and employees, against all claims, liability, damages, costs and expenses, including reasonable legal fees and expenses arising out of or related to (I) your breach of these Terms and Conditions of Service or (ii) any suit, claim, or demand arising from or relating to any text, photograph, image, graphic or other material you incorporated into products that was not part of the standard web site content. If you have to indemnify the Company under this Section, the Company will have the right to control the defense, settlement, and resolution of any Claim at your sole expense. You may not settle or otherwise resolve any Claim without the Company's express written permission.
7. Dispute Resolution.
7.1. If a dispute arises out of or relates to the services offered by this Company or this Agreement or its breach (with the exception of rights to injunctive relief with respect to Intellectual Property Rights and obligations with respect to confidentiality), and the parties have not been successful in resolving the dispute through direct negotiation, then the dispute will be resolved in binding arbitration as follows: (I) the arbitration will be administered by the American Arbitration Association under its Commercial Arbitration Rules; (ii) any judgment on the award rendered by the arbitrator(s) may be entered in any court of competent jurisdiction; (iii) the location of the arbitration will be Connecticut or such other location as the parties may mutually agree; and (iv) the parties will have the right to take discovery of the other party by any method allowed by the Federal Rules of Civil Procedure.
8.1. If any term, provision, covenant or restriction of this Agreement is held by a court of competent jurisdiction or other authority to be invalid, void, unenforceable or against public policy, the remainder of this Agreement shall remain in full force and effect and the unenforceable portion will be construed in accordance with applicable law as nearly as possible to reflect the original intentions of the parties.
Last updated on July 29, 2013.