Please read this agreement carefully. It governs your use of the
Music Factory Direct web site and the services and goods provided through
the web site (collectively the "web site"). It exempts Music Factory
Direct and other persons from liability or limits their liability and
contains other important provisions that you should read. Each time you
use the web site you acknowledge and signify that you have read,
understood, and agreed to be bound by this agreement. If you do not agree
with each provision of this agreement each time you use the web site, you
may not use the web site. Each time you use the web site, the text of this
agreement as it then reads will govern your use. Accordingly, when you use
the web site you should check the date of this agreement and review any
changes since the last version.
1. YOUR ACCEPTANCE OF THIS AGREEMENT:
This is an agreement between you and Music Factory Direct and
governs your use of the Music Factory Direct Web site and its content and
the services and goods provided through the Web site (collectively the
"Web Site"). Each time you use the Web Site you signify your acceptance
and agreement, and the acceptance and agreement of any person you purport
to represent (and for purposes of this Agreement, "person" includes any
type of incorporated or unincorporated entity), without limitation or
qualification, to be bound by this Agreement, and you represent and
warrant that you have the legal authority to agree to and accept this
Agreement on behalf of yourself and any person you purport to represent.
If you do not agree with each provision of this Agreement, or you are not
authorized to agree to and accept this Agreement, or you do not have the
legal authority to agree to and accept this Agreement, you may not use the
Web Site.
2. CHANGES TO THIS AGREEMENT:
You may not change, supplement, or amend this Agreement in
any manner. Music Factory Direct may, in its sole discretion, change, and
supplement or amend this Agreement as it relates to your future use of the
Web Site from time to time, for any reason, and without any notice or
liability to you or any other person, by posting a revised Agreement on
the Web Site.
3. PERMITTED USERS AND ACCESS:
The Web Site may be used only by persons who have reached the
age of majority or legal age in their jurisdictions and who can form
legally binding contracts under applicable law. The Web Site may not be
used by persons in jurisdictions where access to or use of the Web Site or
any part of it may be illegal or prohibited. It is solely your
responsibility to determine whether your use of the Web Site is lawful,
and you must comply with all applicable laws.
4. MISPRINTS AND ERRORS, PRODUCT AVAILABILITY, PRICES, AND
ORDERS:
Music Factory Direct endeavors to provide current and accurate
information on the Web Site. Nevertheless, misprints or other errors
may occur. Accordingly, Music Factory Direct reserves the right to change
the prices, fees and charges regarding the goods and services available
through the Web Site at any time and from time to time without any
notice or liability to you or any other person. Also, Music Factory Direct
cannot guarantee that goods or services advertised on the Web Site will
be available when ordered or thereafter. Music Factory Direct also reserves
the right at any time to reject, correct, cancel or terminate any order.
If you order goods or services for which the price was incorrectly displayed,
Music Factory Direct will provide you with an opportunity to cancel
your order. If you order goods or services that are not available, Music
Factory Direct will notify you by email. Music Factory Direct reserves
the right to limit quantities licensed or sold. The advertisements
on the Web Site are invitations for purchase orders, and are
not offers to sell. Your properly completed and delivered order form constitutes
your offer to purchase the goods or services referenced in your
order. Your order shall be deemed to be accepted only if and when Music
Factory Direct sends an order acceptance and shipping notice email to
your email address. If you wish to cancel an order, you may request a cancellation
by sending an email to Music Factory Direct. However, Music Factory
Direct may not receive and process your cancellation request before it
accepts and processes your order, in which case your cancellation request
may not be effective.
5. DISCLAIMER, LIABILITY EXCLUSION, LIABILITY LIMITATION,
RELEASE AND INDEMNITY:
Music Factory Direct strives to make your use of the Web Site
a useful and enjoyable experience, and a safe and easy way to purchase
goods over the Internet. Nevertheless, Music Factory Direct and its
service providers (the "Providers") do not accept any liability for your
use of the Web Site. For that reason, the following provisions apply to
your use of the Web Site:
5.1 DISCLAIMER
YOUR USE OF THE WEB SITE IS AT YOUR OWN RISK.
THE WEB SITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE"
BASIS, AND WITHOUT ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY
KIND, WHETHER EXPRESS OR IMPLIED, AND INCLUDING WITHOUT LIMITATION IMPLIED
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
PERFORMANCE OR DURABILITY, ALL OF WHICH ARE HEREBY DISCLAIMED BY MUSIC
FACTORY DIRECT AND THE PROVIDERS TO THE FULLEST EXTENT PERMITTED BY LAW.
YOU (AND NOT MUSIC FACTORY DIRECT OR THE PROVIDERS ) ASSUME
THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION TO ANY
COMPUTER OR OTHER EQUIPMENT ARISING FROM, CONNECTED WITH, OR RELATING TO
YOUR USE OF THE WEB SITE.
THE OPERATION OF THE WEB SITE MAY BE AFFECTED BY
NUMEROUS FACTORS BEYOND MUSIC FACTORY DIRECTCONTROL. THE OPERATION OF THE WEB
SITE MAY NOT BE CONTINUOUS OR UNINTERRUPTED OR SECURE. SECURITY AND
PRIVACY RISKS CANNOT BE ELIMINATED.
MUSIC FACTORY DIRECT IS UNDER NO OBLIGATION TO VERIFY THE
IDENTITY OF USERS OF THE WEB SITE.
THROUGH YOUR USE OF THE WEB SITE, YOU MAY HAVE THE
OPPORTUNITY TO ENGAGE IN COMMERCIAL TRANSACTIONS WITH OTHER PERSONS. ALL
SUCH TRANSACTIONS ARE AT YOUR OWN RISK. MUSIC FACTORY DIRECT IS NOT A
PARTY TO ANY SUCH TRANSACTIONS AND DISCLAIMS ANY AND ALL LIABILITY
REGARDING ALL SUCH TRANSACTIONS.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, MUSIC
FACTORY DIRECT AND ITS PROVIDERS MAKE NO REPRESENTATION, WARRANTY OR
CONDITION THAT:
THE WEB SITE WILL BE COMPATIBLE WITH YOUR COMPUTER AND
RELATED EQUIPMENT AND SOFTWARE;
THE WEB SITE WILL BE AVAILABLE OR WILL FUNCTION WITHOUT
INTERRUPTION OR WILL BE FREE OF ERRORS OR THAT ANY ERRORS WILL BE
CORRECTED;
THE INFORMATION AVAILABLE ON OR THROUGH THE WEB SITE WILL BE
ACCURATE, COMPLETE, SEQUENTIAL, OR TIMELY;
CERTAIN OR ANY RESULTS MAY BE OBTAINED THROUGH THE USE OF THE
WEB SITE;
THE USE OF THE WEB SITE, INCLUDING THE BROWSING AND
DOWNLOADING OF ANY INFORMATION, WILL BE FREE OF VIRUSES, TROJAN HORSES,
WORMS OR OTHER DESTRUCTIVE OR DISRUPTIVE COMPONENTS; OR
THE USE OF THE WEB SITE WILL NOT INFRINGE THE RIGHTS (
INCLUDING INTELLECTUAL PROPERTY RIGHTS ) OF ANY PERSON;
AND MUSIC FACTORY DIRECT AND ITS PROVIDERS DISCLAIM ANY AND
ALL LIABILITYREGARDING SUCH MATTERS TO THE FULLEST EXTENT PERMITTED BY
LAW.
5.2 LIABILITY EXCLUSION
MUSIC FACTORY DIRECT AND ITS PROVIDERS WILL NOT UNDER ANY
CIRCUMSTANCES BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY LOSS OF USE,
LOSS OF PRODUCTION, LOSS OF INCOME OR PROFITS ( ANTICIPATED OR OTHERWISE
), LOSS OF MARKETS, ECONOMIC LOSS, SPECIAL, INDIRECT OR CONSEQUENTIAL LOSS
OR DAMAGE OR PUNITIVE DAMAGES, WHETHER IN CONTRACT, TORT OR UNDER ANY
OTHER THEORY OF LAW OR EQUITY, ARISING FROM, CONNECTED WITH, OR RELATING
TO THE USE OF THE WEB SITE BY YOU OR ANY OTHER PERSON, AND REGARDLESS OF
ANY NEGLIGENCE OR OTHER FAULT OR WRONGDOING BY MUSIC FACTORY DIRECT OR ANY
PROVIDER OR ANY PERSON FOR WHOM MUSIC FACTORY DIRECT OR ITS PROVIDERS ARE
RESPONSIBLE, AND NOTWITHSTANDING THAT MUSIC FACTORY DIRECT OR ITS
PROVIDERS MAY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES
BEING INCURRED BY YOU OR ANY OTHER PERSON.
5.3 LIABILITY LIMITATION
IN NO EVENT WILL MUSIC FACTORY DIRECT OR ANY OF ITS PROVIDERS
BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY CLAIMS, PROCEEDINGS,
LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES, AND COSTS, WHETHER IN CONTRACT,
TORT OR UNDER ANY OTHER THEORY OF LAW OR EQUITY, AND REGARDLESS OF ANY
NEGLIGENCE OR OTHER FAULT OR WRONGDOING BY MUSIC FACTORY DIRECT OR ANY
PERSON FOR WHOM MUSIC FACTORY DIRECT IS RESPONSIBLE, EXCEED $25 (CDN) OR
THE AMOUNT YOU PAID TO MUSIC FACTORY DIRECT FOR THE USE OF THE WEB SITE,
WHICHEVER IS LESS.
5.4 RELEASE
YOU HEREBY RELEASE, REMISE AND FOREVER DISCHARGE EACH OF MUSIC FACTORY
DIRECT AND ITS PROVIDERS AND ALL OF THEIR RESPECTIVE AGENTS, DIRECTORS,
OFFICERS, EMPLOYEES, INFORMATION PROVIDERS, SERVICEPROVIDERS, SUPPLIERS,
LICENSORS AND LICENSEES, AND ALL OTHER RELATED, ASSOCIATED, OR CONNECTED
PERSONS FROM ANY AND ALL MANNER OF RIGHTS, CLAIMS, COMPLAINTS, DEMANDS,
CAUSES OF ACTION, PROCEEDINGS, LIABILITIES, OBLIGATIONS, LEGAL FEES,
COSTS, AND DISBURSEMENTS OF ANY NATURE AND KIND WHATSOEVER AND HOWSOEVER
ARISING, WHETHER KNOWN OR UNKNOWN, WHICH NOW OR HEREAFTER EXIST, WHICH
ARISE FROM, RELATE TO, OR ARE CONNECTED WITH YOUR USE OF THE WEB SITE.
5.5 INDEMNITY
YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS EACH OF MUSIC FACTORY
DIRECT AND ITS PROVIDERS AND ALL OF THEIR RESPECTIVE AGENTS, DIRECTORS,
OFFICERS, EMPLOYEES, INFORMATION PROVIDERS, SERVICE PROVIDERS, SUPPLIERS,
LICENSORS AND LICENSEES, AND ALL OTHER RELATED, ASSOCIATED, OR CONNECTED
PERSONS ( COLLECTIVELY, THE "INDEMNIFIED PARTIES" ) FROM AND AGAINST ANY
AND ALL LIABILITIES, EXPENSES AND COSTS, INCLUDING WITHOUT LIMITATION
REASONABLE LEGAL FEES AND EXPENSES, INCURRED BY THE INDEMNIFIED PARTIES IN
CONNECTION WITH ANY CLAIM OR DEMAND ARISING OUT OF, RELATED TO, OR
CONNECTED WITH YOUR USE OF THE WEB SITE OR YOUR BREACH OF THIS AGREEMENT.
YOU WILL ASSIST AND CO-OPERATE AS FULLY AS REASONABLY REQUIRED BY THE
INDEMNIFIED PARTIES IN THE DEFENSE OF ANY SUCH CLAIM OR DEMAND.
ADVICE AND INFORMATION PROVIDED BY MUSIC FACTORY DIRECT OR
ITS REPRESENTATIVES, WHETHER ORAL OR WRITTEN, WILL NOT CREATE ANY
REPRESENTATION, WARRANTY OR CONDITION OR VARY OR AMEND THIS AGREEMENT,
INCLUDING THE ABOVE DISCLAIMER, LIABILITY EXCLUSION, LIABILITY LIMITATION,
RELEASE AND INDEMNITY PROVISIONS, AND YOU MAY NOT RELY UPON ANY SUCH
ADVICE OR INFORMATION.
The exclusion of certain warranties and the limitation of
certain liabilities are prohibited by legislation in some jurisdictions.
Such legislative limitations may apply to you.
The disclaimer, liability exclusion, liability limitation,
release, and indemnity provisions in this Agreement survive indefinitely
after the termination of this Agreement.
6. TERMINATION OF THIS AGREEMENT AND THE WEB SITE:
If you breach any provision of this Agreement, you may no
longer use the Web Site.
Music Factory Direct may, in its sole discretion, change,
suspend or terminate, temporarily or permanently, the Web Site or any part
of it or any of its features at any time, for any reason, without any
notice or liability to you or any other person.
Music Factory Direct may at any time and for any reason, with
or without cause, and in its sole discretion, immediately suspend or
terminate ( in whole or in part ) your permission to use the Web Site,
without any notice or liability to you or any other person.
If this Agreement or your permission to use the Web Site is
terminated by you or Music Factory Direct for any reason, this Agreement
will nevertheless continue to apply and be binding upon you in respect of
your prior use of the Web Site and your purchases of goods and services
through the Web Site and anything connected with, relating to or arising
from those matters.
7. INFORMATION SUBMISSIONS:
All information you provide through the Web Site, including
registration information (name and email address), payment information
(credit card numbers and expiration dates), and transaction-related
information, must be true, accurate, current and complete. You must also
provide Music Factory Direct with updated registration information and
payment information within 30 days of any changes.
Music Factory Direct will rely on the information you
provide. You will be solely responsible and liable for any and all loss,
damage, and additional costs that you, Music Factory Direct or any other
person may incur as a result of your submission of any false, incorrect or
incomplete information or your failure to update your registration
information and payment information within 30 days of any change. Music
Factory Direct may require a copy of a government-issued form of
identification before making any changes to your registration
information.
8. OWNERSHIP AND PERMITTED USE OF THE WEB SITE:
The Web Site and all information ( in text, graphical, video and
audio forms ), images, icons, software, design, applications and other elements
available on or through the Web Site are the property of Music Factory
Direct, its Providers and others, and are protected by AUSTRALIA and
international copyright, trade-mark, and other laws. Your use of the Web
Site does not transfer to you any ownership or other rights in the Web
Site or its content. You may only use the Web Site in the manner described
specifically in this Agreement.
The Web Site may not be used for any purpose not expressly
permitted by this Agreement. In particular, except as expressly stated
otherwise in this Agreement, the Web Site may not be copied, imitated,
reproduced, republished, uploaded, posted, transmitted, modified, indexed,
catalogued, or distributed in any way, in whole or in part, without the
express prior written consent of Music Factory Direct. You may not use any
of the software that is used in the operation of the Web Site except while
you are use the Web Site. You may not reproduce, copy, duplicate, sell, or
resell any part of the Web Site (including the software used in the
operation of the Web Site) or access to the Web Site.
The Web Site is made available to you for your lawful use
only. You may not print or download the pages.
9. PERSONAL INFORMATION PRIVACY:
Music Factory Direct collects, uses, and discloses your
personal information in accordance with the Privacy Policy, which is
available here. Music Factory Direct may change the Privacy Policy from
time to time in its sole discretion. By accepting this Agreement, and each
time you use the Web Site, you consent to Music Factory Direct's
collection, use and disclosure of your personal information in accordance
with the Privacy Policy as it then exists without any further notice or
any liability to you or any other person.
10. OTHER WEB SITES:
The Web Site includes advertisements for, and links to, other
Web sites or resources and businesses operated by other persons ("Other
Sites"). Other Sites are independent from Music Factory Direct, and Music
Factory Direct has no responsibility or liability for or control over
Other Sites, their business, goods, services, or content. Links to Other
Sites are provided solely for your convenience. Music Factory Direct does
not sponsor or endorse any Other Sites or their content or the goods or
services available through those other Web Sites. Your use of Other Sites
and your dealings with the owners or operators of Other Sites is at your
own risk, and you shall not make any claim against Music Factory Direct
arising out of your use of any Other Sites or your dealings with the
owners or operators of any Other Sites. As between you and Music Factory
Direct, the provisions of this Agreement under the section headed
Disclaimer, Liability Exclusion, Liability Limitation, Release and
Indemnity apply, with all necessary modifications, to your access to and
use of any Other Sites and their business, goods, services, and
content.
11. LINKING TO THE WEB SITE:
Anyone may link to http://www.musicfactorydirect.com.au/ at
any time.
Music Factory Direct reserves the right to cancel and revoke
any permission it may give to link to the Web Site at any time, for any
reason, without any notice, and without any liability to you or any other
person.
12. TRANSACTION AGREEMENTS:
All transactions through the Web Site, including the purchase
and sale of Advertising and services and the licensing of software, are
governed by this Agreement and any applicable Transaction Agreement. By
participating in a transaction through the Web Site, you signify your
agreement and acceptance of the applicable Transaction
Agreement.
13. PROMOTIONS:
From time to time Music Factory Direct may make promotions
available to users of the Web Site and others. All promotions are governed
by this Agreement and the applicable promotion rules. By participating in
a promotion through the Web Site, you signify your agreement and
acceptance of this Agreement and the applicable promotion
rules.
14. DISPUTE RESOLUTION:
Any dispute or difference arising in connection with this
agreement shall be submitted to arbitration in accordance with, and
subject to, the Rules for the Conduct of Commercial Arbitrations of the
Institute of Arbitrators, AUSTRALIA. During such arbitration, both parties
may be represented by a duly qualified legal
practitioner.
15. GENERAL:
This agreement shall be governed by the laws of the State of
Victoria and the parties hereby submit to the jurisdiction of the Courts
of that State for the resolution of any dispute under this
agreement.
THIS AGREEMENT IS SUBJECT TO CHANGE WITHOUT
NOTICE!
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