Grain Audio

Terms

GRAIN AUDIO TERMS OF USE

(Revision Date 03/07/13)

TERMS OF USE

BY USING THE GRAIN AUDIO WEB SITE YOU ARE AGREEING TO THESE TERMS OF USE.

1. ACCEPTANCE

This website www.grainaudio.com (this “Site”) is owned and operated by Grain Audio, LLC ("Grain Audio"). By accessing, browsing or using this Site, you acknowledge that you have read, have understood, and agree to be bound by, these Terms of Use. You agree to comply with all applicable laws and regulations while using the Site. If you do not agree to these Terms of Use, you may not use or access the Site.

2. USE RESTRICTIONS

Subject to these Terms of Use, Grain Audio grants you a limited, revocable and non-exclusive license to access and use the Site, for the purpose of viewing and reading the Content (as defined below) on the Site. This permission terminates automatically if you breach any of these Terms of Use. All information, data, text, software, music, sound, photographs, graphics, video, messages or other material (“Content”) presented to you on the Site is owned by Grain Audio and various third parties.  Nothing contained on the Site should be construed as granting, by implication, or otherwise, any other license or right to use any of the Content without the written permission of Grain Audio or such other party that may own the Content.  Any copying, distribution, retransmission or modification of Content on the Site, whether in electronic or hard copy form, without the express prior written permission of Grain Audio is strictly prohibited. You also may not, without Grain Audio's permission, "mirror" any material contained on this Site on any other server.

Where the Site is configured to allow the download of particular Content, Grain Audio grants you a limited, revocable and non-exclusive license to download one copy of such Content for your personal, noncommercial use, provided that you maintain all copyright and other proprietary notices on the Content, and you do not modify, sell, distribute, copy, or create any derivative works based on such Content, and do not use such Content in an unlawful manner or in a manner that suggests an association with Grain Audio or any of Grain Audio’s products or services.  Grain Audio does not transfer title to the downloaded Content to you.  Except as permitted under applicable law, you may not reverse engineer, disassemble, or decompile the downloaded Content.

3. JURISDICTION AND VENUE

This Site is controlled and operated by Grain Audio from its offices within the United States. Grain Audio makes no representation that Content on the Site is appropriate or available for use in other locations. If you choose to access this Site from other locations, you do so on your own initiative and you are responsible for compliance with applicable local laws. Information Grain Audio publishes on the Site may contain references to products, programs or services that are not announced or available in your country. Such references do not imply that Grain Audio intends to offer such products, programs or services in your country.

Any claim relating to the use of this Site OR the CONTENT is governed by the laws of the state of New Jersey WITHOUT REGARD TO ITS CONFLICT OF LAW PROVISIONS. The state and federal courts located in New Jersey, shall have sole jurisdiction over any disputes arising under THESE TERMS OF USE, and YOU hereby agree to the personal jurisdiction of such courts.

4. INTELLECTUAL PROPERTY

All trademarks on the Site, including the Grain Audio logo and product names, are owned exclusively by Grain Audio, unless otherwise noted.  No license or grant of any rights, express or implied, is granted in or to the trademarks of the Site.  Any questions concerning the use of trademarks or whether a trademark is a trademark of Grain Audio should be referred to Grain Audio at info@grainaudio.com.

5.CHANGES AND TERMINATION

Grain Audio may amend these Terms of Use at any time by posting amended terms on the Site. All such amended terms will automatically be effective upon posting on the Site.  These Terms of Use may not be otherwise amended except in a writing signed by you and Grain Audio.

These Terms of Use are effective until terminated by either you or Grain Audio. You may terminate these Terms of Use at any time by discontinuing use of the Site and destroying all Content obtained from the Site, all related documentation, and all copies and installations thereof, whether made under these Terms of Use or otherwise.

Grain Audio may immediately terminate these Terms of Use with respect to you (including your access to the Site) in Grain Audio’s absolute discretion. Upon termination, you must cease use of the Site and destroy all Content obtained from the Site and all copies thereof.

6. SITE AND CONTENT "AS IS"

THE SITE AND CONTENT IS PROVIDED "AS IS" AND WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.  ANY USE OF THE SITE OR CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE SITE IS PROVIDED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR YOUR USE OF AND RELIANCE ON THE SITE AND SUCH CONTENT.

7. INDEMNIFICATION

You agree to indemnify and hold Grain Audio, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from any claim or demand, including without limitation, reasonable attorneys’ fees, made by any third party due to or arising out of your use of the Site, the Content, your connection to the Site, your violation of these Terms of Use, or your violation of any rights of another.

8. LIMITATION OF LIABILITY

GRAIN AUDIO SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF GRAIN AUDIO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM THE USE OR THE INABILITY TO USE THE SITE OR ARISING OUT OF ANY PRODUCT PURCHASED ON THE SITE.  GRAIN AUDIO’S AGGREGATE CUMULATIVE LIABILITY, WHETHER ARISING OUT OF CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, UNDER THIS AGREEMENT WILL NOT EXCEED THAT AMOUNT ACTUALLY PAID BY YOU TO GRAIN AUDIO FOR A PRODUCT PURCHASED ON THE SITE.  IF YOUR USE OF CONTENT FROM THIS SITE RESULTS IN THE NEED FOR SERVICING, REPAIR OR CORRECTION OF EQUIPMENT OR DATA, YOU ASSUME ANY COSTS THEREOF. SOME STATES DO NOT ALLOW LIMITATIONS OF LIABILITY FOR DAMAGES, SO THE ABOVE MAY NOT APPLY TO YOU.

9. SUBMISSIONS

Any material, information or idea you transmit to Grain Audio or post on the Site by any means will be treated as non-confidential and non-proprietary, and may be disseminated or used by Grain Audio or its affiliates for any purpose whatsoever, including, but not limited to, developing, manufacturing and marketing products. Notwithstanding the foregoing, all personal data you provide to Grain Audio will be handled in accordance with Grain Audio's Privacy Statement.  You are prohibited from posting or transmitting to or from this Site any unlawful, threatening, libelous, defamatory, obscene, scandalous, inflammatory, pornographic, or profane material, or any other material that could give rise to any civil or criminal liability under the law.

10. TERMS OF SALE

THE FOLLOWING TERMS OF SALE APPLY TO ALL OFFERS, SALES AND PURCHASES OF PRODUCTS THAT ARE SOLD THROUGH THE SITE TO YOU BY GRAIN AUDIO. ALL PURCHASES ARE FINAL, NON-CANCELABLE AND NON-REFUNDABLE, EXCEPT AS SPECIFIED IN THE RETURNS POLICY BELOW.

A. OFFER, ACKNOWLEDGMENT AND ACCEPTANCE

Any prices and descriptions made on the Site are subject to availability, do not constitute an offer, and may be withdrawn at any time. Grain Audio cannot guarantee that all products are in stock or will be available when you submit an order. Grain Audio may keep records of orders, acknowledgements, acceptances and other records for a reasonable period.

B. YOUR REPRESENTATIONS

You represent that the information you provide when placing an order is accurate and is sufficient for Grain Audio to fulfill your order. You are responsible for maintaining and promptly updating your account information and keeping such information (and any passwords) secure. You agree to only use firmware embedded in the products to enable the product to function in accordance with its documentation.

C. PRICE

Prices may be indicated on the Site or an order acknowledgement. The authoritative price in the event of any discrepancy is the price in a written acceptance from Grain Audio. Grain Audio has the right at any time prior to acceptance to withdraw and/or to revise prices to take into account increases in costs including (without limitation) costs of any materials, carriage, labor, the increase or imposition of any tax, duty or other levy, or any variation in exchange rates. Grain Audio also reserves the right to notify you of any mistakes in product descriptions or errors in pricing prior to product dispatch.

D. TERMS OF PAYMENT

Unless otherwise specified, prices quoted are exclusive of the costs of shipping to the agreed place of delivery (charges for which are stated on the Site); and exclusive of VAT and any other tax or duty that (where applicable) must be added to the price payable. You agree to pay for taxes and shipping of products as specified on the Site when you submit your order. You shall make payment prior to product dispatch and by such methods as are indicated on the Site. Grain Audio retains a security interest in products until full payment is made. Grain Audio may take action against you for the price of products at any time after payment becomes due even though title in those products may not yet have passed to you.  Interest shall be chargeable on overdue amounts accruing on a monthly basis at one and one half percent or the maximum amount permitted under applicable law, whichever is less, from the due date for payment until receipt of the full amount. You shall indemnify Grain Audio against any expenses incurred in relation to recovery of any overdue amounts.

E. DELIVERY

Grain Audio will deliver products by arranging shipping to the "ship to" address specified in your order. Special packing or shipping arrangements will be charged separately to you. Risk of loss or damage, and title to products, will pass to you and your acceptance will occur upon delivery to the "ship to" address. If Grain Audio is unable to fulfill delivery, you may cancel your order as your sole remedy.

F. WARRANTY

All product specifications, illustrations, particulars, and other information on the Site are intended to represent no more than a general illustration of the products and do not constitute a warranty or representation by Grain Audio that the products will conform with the same.

You must refer to the warranty documentation included with the product or posted on the Site here to determine your rights and remedies. Extended warranties may be available for purchase with certain products through the Site.

Except as set forth in the warranty documentation, Grain Audio does not warrant that the operation of products will be uninterrupted or error free, or that products will meet your requirements. WITH RESPECT TO ALL PRODUCTS, GRAIN AUDIO DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Unless agreed otherwise or required by applicable law, any warranties provided in relation to products only extend to you on the understanding that you are a user and not a reseller of the products.

G. RETURNS POLICY

Grain Audio offers a thirty day guarantee on all purchases made through the Site. If at any time within thirty days of the date of your order you decide to return a product, you may send back the product at your expense in like-new condition, and Grain Audio will issue you a refund of the purchase price. You must contact Grain Audio within the thirty day period to arrange for return shipping. Except for defects existing on delivery to you, returned products must be in unblemished condition, with full functionality and including all the original materials found in the product packaging (boxes, plastic bags, packaging supports, manuals, registration cards, accessories, etc). If a product is returned in less than like-new condition, Grain Audio will charge you a fifteen percent restocking fee, plus any labor and materials required repair or replace the product or packaging to a like-new condition.  If your product was purchased from a retail outlet, you must return your product directly to that retail outlet and are subject to the terms and conditions of that particular retailer.

11. GENERAL

You shall not assign or transfer your rights under these Terms of Use.

Grain Audio shall not be liable to you for any loss or damage that may be suffered as a direct or indirect result of Grain Audio being prevented, hindered or delayed by reason of any circumstances beyond its reasonable control including (but not limited to) any act of God, war, riot, civil commotion, government action, explosion, fire, flood, storm, accident, strike, lock-out, trade dispute or labor disturbance, breakdown of plant or machinery, interruption in the supply of power or materials. In such event, Grain Audio may elect to cancel your order and refund any payments made.

You acknowledge that these Terms of Use supersede and cancel all previous agreements, whether oral or written, express or implied, between you and Grain Audio.

No waiver of any term or condition of these Terms of Use shall be effective unless made in writing and signed by Grain Audio. The waiver of any breach of any Term of Use shall not be construed as a waiver of any subsequent breach or condition.

If, for any reason, Grain Audio determines, or a court of competent jurisdiction finds, that any provision or portion of these Terms of Use to be illegal, unenforceable, or invalid under applicable law in a particular jurisdiction, the remainder of these Terms of Use (to the fullest extent permitted by law) will continue in full force and effect.

12.  PRE-ORDERS

By agreeing to the Terms and Conditions at the checkout process, you acknowleded and accepted our Pre-sale Terms and Conditions, including our "Limited Warranty and Return"information.

All pre-sales completed through grainaudio.com are final. It is non-cancellable and non-refundable once transaction is processed.

Estimated shipping date for your order is noted on the product page for each respective product. If there is any change in the expected shipping date of your order, we will contact you via the e-mail address that you provide us at the time of purchase.