1. PURPOSE

These Terms of Use define the conditions under which SpeakerCraft, LLC. (“SpeakerCraft”) makes its website available to users and the conditions under which users may have access to and use this website. All connections to this website are subject to compliance with these Terms of Use.

These Terms of Use constitute a legally binding agreement made by and between SpeakerCraft and you, personally and, if applicable, on behalf of the entity for whom you are using this website (collectively, “You” or “Your”). These Terms of Use govern Your use of this website so please read them carefully. BY ACCESSING OR USING ANY PART OF THIS WEBSITE, YOU AGREE THAT YOU HAVE READ, UNDERSTOOD AND AGREED TO BE BOUND BY THESE TERMS OF USE. IF YOU DO NOT AGREE TO BE SO BOUND, DO NOT ACCESS OR USE THIS WEBSITE.

Internet technology and applicable laws, rules and regulations change frequently. Accordingly, SpeakerCraft reserves the right to make changes to these Terms of Use at any time. Your continued use of this website constitutes assent to any new or modified provision of this terms of use that may be posted on the web site. 

2. ACCESS TO THIS WEBSITE

Except as expressly provided below, this website is intended to be used only by individuals and entities that can form legally binding contracts under applicable law. You must comply with all of the terms and conditions of these Terms of Use, the policies referred to below, and all applicable laws, regulations and rules when You use this website.

We use the means that we believe are reasonable to provide access to this website 24 hours a day, 7 days a week, except in the case of natural disasters or events beyond the control of SpeakerCraft, and subject to any breakdowns or maintenance operations required to ensure the smooth operation of the website service and equipment. SpeakerCraft will not be liable for any failure or deficiency in the performance of this website by reason of the occurrence of any event beyond SpeakerCraft’s reasonable control, including without limitation, a labor disturbance, an Internet outage, interruption of service, communication outage, failure by a service provider to SpeakerCraft, fire, terrorism, natural disaster or war. 

SpeakerCraft grants users, who accept these Terms of Use, the right to connect one or more workstations to its website. Access to the website is by means of the user's computers, connected to a telecommunications network allowing access to this website. The communication protocols used are those currently used by the Internet network. The rights of access to and use of this website are non-exclusive and non-transferable.
Given the global disposition of the Internet, You agree to comply with all local rules including, without limitation, rules about the Internet, data, e-mail, privacy, copyright, and trademark infringement. Additionally, You agree to comply with all applicable laws regarding the transmission of technical data exported from the United States of the country in which You reside. 

3. INTELLECTUAL PROPERTY RIGHTS

The copyright notice applicable to all contents of this website is:
Copyright © 2011 Speakercraft, LLC. 

The contents of this website (including, but not limited to, data, information, design, text, graphics, illustrations, audio clips, video clips, Flash movies, other files, and the selection, arrangement and organization thereof) are owned by SpeakerCraft, its licensors or other entities and are protected by copyright and other intellectual property rights. You do not have the right to use, display, perform, copy, reproduce, represent, adapt, create derivative works from, distribute, transmit, sublicense or otherwise circulate by any means whatsoever any materials or content available on this website, except as expressly set forth in these Terms of Use, with the exception of a single copy, stored on a single computer and reserved exclusively for the private use of the copier. The elements presented on this website are liable to modification without notice and are made available without any kind of guarantee, whether express or tacit, and cannot give rise to any rights to compensation.

Subject to the terms and conditions of these Terms of Use, You are hereby granted a limited, non-exclusive right to use the content and materials on this website in the normal course of Your use of the website. You may not use any third party intellectual property without the express written permission of the applicable third party, except as permitted by law. SpeakerCraft will retain ownership of its intellectual property rights and You do not obtain any rights therein by virtue of these Terms of Use or otherwise, except as expressly set forth in these Terms of Use.
None of the contents of this website may be copied, reproduced, published, downloaded, posted, transmitted or distributed in any manner, except in the case of a simple recording of documents on Your personal computer for Your own use and without any commercial purpose. In this case, You should ensure that the indications of ownership are kept intact. Modification of the contents or their use with another aim constitutes an infringement of SpeakerCraft's property rights. It is forbidden to use these contents on another website or in a computer network environment.
Trademarks, service marks, trade names, product names, logos, designs, titles, and words or phrases used on this website, including, without limitation, the marks “NIRV” and “SpeakerCraft” and related marks are owned by SpeakerCraft, its licensors or other entities. All page headers, custom graphics, button icons and scripts are trademarks or trade dress of SpeakerCraft. All other trademarks, trade names and the like that appear on this website are the property of their respective owners. You may not use any of these trademarks, trade dress, or trade names without express permission.

Your submissions of files (for example, resumes, e-mail, flash movies, images, logos, audio loops and other software) herby constitute Your agreement to grant SpeakerCraft, a non-exclusive, royalty-free, worldwide, sub-licensable, perpetual license, to reproduce, distribute, transmit, modify adapt, sub-license and publicly display any such submissions. You also authorize SpeakerCraft the right to utilize Your name in connection with all advertising, marketing and promotional materials related thereto. 

4. PROHIBITED CONDUCT


In using this website, You agree that You will not: (i) infringe any patent, trademark, trade secret, copyright, right of publicity or other right of any party; (ii) defame, abuse, harass, stalk any individual, or disrupt or interfere with the security or use of this website or any websites linked to it; (iii) interfere with or damage this website, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial of service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology; (iv) attempt to use another user’s account, impersonate another person or entity, misrepresent Your affiliation with a person or entity, including (without limitation) SpeakerCraft or create or use a false identity; (v) attempt to obtain unauthorized access to this website or portions thereof that are restricted from general access; (vi) engage, directly or indirectly, in transmission of “spam,” chain letters, junk mail or any other type of unsolicited solicitation; (vii) collect, manually or through an automatic process, information about other users without their express consent or other information relating to this website; (viii) use any meta tags or any other “hidden text” utilizing SpeakerCraft name, trademarks, or product names without SpeakerCraft’s prior written consent; (ix) advertise, offer to sell, or sell any goods or services, except as expressly permitted by SpeakerCraft; (x) engage in any activity that interferes with any third party’s ability to use or enjoy this website; or (xi) assist any third party in engaging in any activity prohibited by these Terms of Use.

5. HYPERLINKS 

5.1 Hyperlinks to this website


In order to respect the integrity of this website contents and avoid creating confusion among Internet users regarding the origin of the aforementioned contents, simple links to the Home Page of this website are permitted, but the following are prohibited:

- Extended links which allow Internet users access to pages within this website without first passing through the Home Page of the website or through subsections of the website;

- Inline links which allow the user to automatically see this website contents at a specific location; and

- Framing links, which enable a page from this website to appear in a frame within the page of the website visited by the user.

In any event, links from websites containing immoral, violent, pornographic or pedophilic material, websites that undermine human dignity or that are intended to display or sell objects, substances and/or works that are banned or illicit, are strictly forbidden.

Under no circumstances shall a hyperlink to this website from the website of a third party imply co-operation between SpeakerCraft and said third-party website. SpeakerCraft has no control over third-party websites and therefore assumes no responsibility with respect to contents, products, services, information, hardware or software of websites containing a hyperlink to this website.

5.2 Hyperlinks to third-party websites 

This website may contain links to the websites of SpeakerCraft partners or to the websites of third party companies. These links are provided to You as a convenience, and the inclusion of any link does not imply or constitute an endorsement by SpeakerCraft. 

SpeakerCraft has no control over these websites and therefore assumes no responsibility with respect to the availability of these websites, their content, advertising material, and the products and/or services available at or through these websites. SpeakerCraft shall accept no liability for any direct or indirect damage that may result from a user's visit to the partner and/or third-party websites, or from the use of the contents and services of theses websites by the user.

6. ACCOUNTS AND PASSWORDS

Certain portions of the SpeakerCraft website are accessible only for users who have created a log-in account that includes a username and password. When creating Your log-in account You must provide SpeakerCraft with accurate and complete information. You must promptly notify SpeakerCraft if any of this information changes. If You fail to provide or update this information, SpeakerCraft may terminate Your right to use this website or any services provided through this website.

You are responsible for keeping Your password confidential. You will be responsible for all use of Your username and password, including, without limitation, any use by any unauthorized third party. You must notify SpeakerCraft immediately if You believe Your password has been obtained or may be accessed or used by any unauthorized person or entity. In addition, You must notify SpeakerCraft immediately if You become aware of any other breach or attempted breach of the security of the website. Under no circumstances should You respond to a request for Your password, particularly a request from an individual claiming to be an employee of SpeakerCraft. SpeakerCraft employees will never ask for Your password. You must notify SpeakerCraft immediately if You receive such a request.

7. PRIVACY POLICY

You agree to the terms of SpeakerCraft’s Privacy Policy, which is incorporated by reference into these Terms of Use.

8. REPRESENTATIONS AND WARRANTIES AND INDEMNIFICATION

You represent and warrant to SpeakerCraft that: (i) You have the full power and authority to enter into and perform Your obligations under these Terms of Use; (ii) Your assent to and performance of Your obligations under these Terms of Use do not constitute a breach of or conflict with any other agreement or arrangement by which You are bound, or any applicable laws, regulations or rules; (iii) these Terms of Use constitute legal, valid and binding obligations on You, enforceable in accordance with their terms and conditions; (iv) You will not infringe the patent, copyright, trademark, trade secret, right of publicity or other intellectual property or proprietary right of SpeakerCraft or any third party in Your use of the website; and (v) You will comply with all applicable laws, rules and regulations in Your use of the website, including these Terms of Use. 

You agree to indemnify and hold SpeakerCraft and its employees, representatives, agents, attorneys, affiliates, directors, officers, members, managers and shareholders (“Indemnified Parties”) harmless from any damage, loss, cost or expense (including without limitation, attorneys’ fees and costs) incurred in connection with any third party claim, demand or action (“Claim”) brought or asserted against any of the Indemnified Parties: (i) alleging facts or circumstances that would constitute a breach by You of any provision of these Terms of Use or (ii) arising from, related to, or connected with Your use of this website. If You are obligated to provide indemnification pursuant to this provision, SpeakerCraft may, in its sole and absolute discretion, control the disposition of any Claim at Your sole cost and expense. Without limiting the foregoing, You may not settle, compromise or in any other manner dispose of any Claim without the consent of SpeakerCraft.

9. DISCLAIMERS, EXCLUSIONS AND LIMITATIONS

9.1 Disclaimer Of Warranties 

SpeakerCraft PROVIDES THIS WEBSITE ON AN “AS IS” AND “AS AVAILABLE” BASIS. SpeakerCraft DOES NOT REPRESENT OR WARRANT THAT THE WEBSITE OR ITS USE (I) WILL BE UNINTERRUPTED OR SECURE, (II) WILL BE FREE OF DEFECTS, INACCURACIES OR ERRORS, (III) WILL MEET YOUR REQUIREMENTS, OR (IV) WILL OPERATE WITH OTHER HARDWARE OR SOFTWARE YOU USE. SpeakerCraft HEREBY DISCLAIMS ANY AND ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND NON-INFRINGEMENT. Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to You.

SpeakerCraft reserves the right to modify or correct the contents of its website at any time, without notice. SpeakerCraft shall not be liable in the event of contamination of Your computer equipment as a result of virus propagation or other computer 'infections'. You are responsible for taking all appropriate measures to protect Your own data and/or software from contamination by any viruses circulating via the Internet.

9.2 Exclusion Of Damages

UNDER NO CIRCUMSTANCES SHALL SpeakerCraft, ITS EMPLOYEES, SUPPLIERS OR THE THIRD PARTIES MENTIONED ON ITS WEBSITE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY OR SPECIAL DAMAGES (INCLUDING DAMAGES RELATING TO LOST PROFITS, LOST DATA OR LOSS OF GOODWILL) ARISING OUT OF, RELATING TO OR CONNECTED WITH THE USE OF THIS WEBSITE OR INFORMATION OBTAINED FROM THIS WEBSITE, REGARDLESS OF THE CAUSE OF ACTION ON WHICH THEY ARE BASED, WHETHER BASED ON CONTRACTUAL LIABILITY, TORT, PRODUCT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OCCURRING. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to You.

9.3 Limitation Of Liability 

IN NO EVENT WILL THE LIABILITY OF SpeakerCraft ARISING FROM, RELATING TO, OR IN CONNECTION WITH THIS TERMS OF USE OR THE WEB SITE EXCEED U.S. $1,000.

10. TERMINATION

SpeakerCraft may, in its sole discretion and without any liability change, modify, suspend, make improvements to or discontinue any aspect of the website, temporarily, or permanently, at any time without prior notice. 

11. JURISDICTION AND APPLICABLE LAW

This Agreement shall be governed, construed and applied in all respects by the laws of the State of California, without regard to any provision governing conflicts of law. Any dispute arising from this legal notice shall be brought before the federal or state courts located in Riverside, CA. The use of this website implies Your express consent to the personal jurisdiction and venue of such courts.

12. WAIVER OF CLASS ACTION RIGHTS; LIMITATION OF ACTIONS

By entering into Terms of Use, You hereby irrevocably waive any right You may have to join claims with those of others in the form of a class action or similar procedural device. Any claims arising out of, relating to, or connected with these Terms of Use must be asserted individually.

You acknowledge and agree that, regardless of any statute or law to the contrary, any claim or cause of action You may have arising out of, relating to, or connected with Your use of the website must be filled within one calendar year after such claim or cause of action arises, or forever be barred.

13. CORRESPONDENCE WITH SpeakerCraft

To correspond with SpeakerCraft by e-mail, Internet users must fill in the electronic correspondence forms proposed on this website. SpeakerCraft's replies to e-mails may not be equated to or considered proof of advertising, promotional or commercial activity in the destination country of these replies. Correspondence from SpeakerCraft to You shall be sent to You at the address specified in Your account.

When You send e-mails to us, You are communicating with us electronically, and thereby You are consenting to receive communications from us electronically or by other means available, including telephone or facsimile. You also agree that all agreements, notices, disclosures and other communications that we provide to You electronically satisfy any legal requirement that such communication be in writing. 

14. ENTIRE AGREEMENT; SEVERABILITY


These Terms of Use constitute the entire agreement between the parties with respect to the use of the SpeakerCraft website, superseding all prior or contemporaneous oral or written agreements or understanding with respect to such subject matter. No alteration, amendments or additions hereto shall be binding unless reduced in writing and signed by each party. If any provision of these Terms of Use is held to be unenforceable or invalid in whole or in part, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the parties, and the remaining provisions shall be given full force and effect.

15. OTHER PROVISIONS

SpeakerCraft’s failure to insist upon or enforce strict performance of any provision of these Terms of Use shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of these Terms of Use. SpeakerCraft may assign its rights and duties under these Terms of Use to any party at any time without notice to You. 

16. REQUESTS AND ADDRESS

Please send any notices or requests to our mailing address:

SpeakerCraft, LLC.
940 Columbia Avenue
Riverside, CA 92507

Riverside, CA 925071. PURPOSE

These Terms of Use define the conditions under which SpeakerCraft, Inc. (“SpeakerCraft”) makes its website available to users and the conditions under which users may have access to and use this website. All connections to this website are subject to compliance with these Terms of Use.

These Terms of Use constitute a legally binding agreement made by and between SpeakerCraft and you, personally and, if applicable, on behalf of the entity for whom you are using this website (collectively, “You” or “Your”). These Terms of Use govern Your use of this website so please read them carefully. BY ACCESSING OR USING ANY PART OF THIS WEBSITE, YOU AGREE THAT YOU HAVE READ, UNDERSTOOD AND AGREED TO BE BOUND BY THESE TERMS OF USE. IF YOU DO NOT AGREE TO BE SO BOUND, DO NOT ACCESS OR USE THIS WEBSITE.

Internet technology and applicable laws, rules and regulations change frequently. Accordingly, SpeakerCraft reserves the right to make changes to these Terms of Use at any time. Your continued use of this website constitutes assent to any new or modified provision of this terms of use that may be posted on the web site. 

2. ACCESS TO THIS WEBSITE

Except as expressly provided below, this website is intended to be used only by individuals and entities that can form legally binding contracts under applicable law. You must comply with all of the terms and conditions of these Terms of Use, the policies referred to below, and all applicable laws, regulations and rules when You use this website.

We use the means that we believe are reasonable to provide access to this website 24 hours a day, 7 days a week, except in the case of natural disasters or events beyond the control of SpeakerCraft, and subject to any breakdowns or maintenance operations required to ensure the smooth operation of the website service and equipment. SpeakerCraft will not be liable for any failure or deficiency in the performance of this website by reason of the occurrence of any event beyond SpeakerCraft’s reasonable control, including without limitation, a labor disturbance, an Internet outage, interruption of service, communication outage, failure by a service provider to SpeakerCraft, fire, terrorism, natural disaster or war. 

SpeakerCraft grants users, who accept these Terms of Use, the right to connect one or more workstations to its website. Access to the website is by means of the user's computers, connected to a telecommunications network allowing access to this website. The communication protocols used are those currently used by the Internet network. The rights of access to and use of this website are non-exclusive and non-transferable.
Given the global disposition of the Internet, You agree to comply with all local rules including, without limitation, rules about the Internet, data, e-mail, privacy, copyright, and trademark infringement. Additionally, You agree to comply with all applicable laws regarding the transmission of technical data exported from the United States of the country in which You reside. 

3. INTELLECTUAL PROPERTY RIGHTS

The copyright notice applicable to all contents of this website is:
Copyright © 2009 NIRV, a division of Speakercraft, Inc. 

The contents of this website (including, but not limited to, data, information, design, text, graphics, illustrations, audio clips, video clips, Flash movies, other files, and the selection, arrangement and organization thereof) are owned by SpeakerCraft, its licensors or other entities and are protected by copyright and other intellectual property rights. You do not have the right to use, display, perform, copy, reproduce, represent, adapt, create derivative works from, distribute, transmit, sublicense or otherwise circulate by any means whatsoever any materials or content available on this website, except as expressly set forth in these Terms of Use, with the exception of a single copy, stored on a single computer and reserved exclusively for the private use of the copier. The elements presented on this website are liable to modification without notice and are made available without any kind of guarantee, whether express or tacit, and cannot give rise to any rights to compensation.

Subject to the terms and conditions of these Terms of Use, You are hereby granted a limited, non-exclusive right to use the content and materials on this website in the normal course of Your use of the website. You may not use any third party intellectual property without the express written permission of the applicable third party, except as permitted by law. SpeakerCraft will retain ownership of its intellectual property rights and You do not obtain any rights therein by virtue of these Terms of Use or otherwise, except as expressly set forth in these Terms of Use.
None of the contents of this website may be copied, reproduced, published, downloaded, posted, transmitted or distributed in any manner, except in the case of a simple recording of documents on Your personal computer for Your own use and without any commercial purpose. In this case, You should ensure that the indications of ownership are kept intact. Modification of the contents or their use with another aim constitutes an infringement of SpeakerCraft's property rights. It is forbidden to use these contents on another website or in a computer network environment.
Trademarks, service marks, trade names, product names, logos, designs, titles, and words or phrases used on this website, including, without limitation, the marks “NIRV” and “SpeakerCraft” and related marks are owned by SpeakerCraft, its licensors or other entities. All page headers, custom graphics, button icons and scripts are trademarks or trade dress of SpeakerCraft. All other trademarks, trade names and the like that appear on this website are the property of their respective owners. You may not use any of these trademarks, trade dress, or trade names without express permission.

Your submissions of files (for example, resumes, e-mail, flash movies, images, logos, audio loops and other software) herby constitute Your agreement to grant SpeakerCraft, a non-exclusive, royalty-free, worldwide, sub-licensable, perpetual license, to reproduce, distribute, transmit, modify adapt, sub-license and publicly display any such submissions. You also authorize SpeakerCraft the right to utilize Your name in connection with all advertising, marketing and promotional materials related thereto. 

4. PROHIBITED CONDUCT


In using this website, You agree that You will not: (i) infringe any patent, trademark, trade secret, copyright, right of publicity or other right of any party; (ii) defame, abuse, harass, stalk any individual, or disrupt or interfere with the security or use of this website or any websites linked to it; (iii) interfere with or damage this website, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial of service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology; (iv) attempt to use another user’s account, impersonate another person or entity, misrepresent Your affiliation with a person or entity, including (without limitation) SpeakerCraft or create or use a false identity; (v) attempt to obtain unauthorized access to this website or portions thereof that are restricted from general access; (vi) engage, directly or indirectly, in transmission of “spam,” chain letters, junk mail or any other type of unsolicited solicitation; (vii) collect, manually or through an automatic process, information about other users without their express consent or other information relating to this website; (viii) use any meta tags or any other “hidden text” utilizing SpeakerCraft name, trademarks, or product names without SpeakerCraft’s prior written consent; (ix) advertise, offer to sell, or sell any goods or services, except as expressly permitted by SpeakerCraft; (x) engage in any activity that interferes with any third party’s ability to use or enjoy this website; or (xi) assist any third party in engaging in any activity prohibited by these Terms of Use.

5. HYPERLINKS 

5.1 Hyperlinks to this website


In order to respect the integrity of this website contents and avoid creating confusion among Internet users regarding the origin of the aforementioned contents, simple links to the Home Page of this website are permitted, but the following are prohibited:

- Extended links which allow Internet users access to pages within this website without first passing through the Home Page of the website or through subsections of the website;

- Inline links which allow the user to automatically see this website contents at a specific location; and

- Framing links, which enable a page from this website to appear in a frame within the page of the website visited by the user.

In any event, links from websites containing immoral, violent, pornographic or pedophilic material, websites that undermine human dignity or that are intended to display or sell objects, substances and/or works that are banned or illicit, are strictly forbidden.

Under no circumstances shall a hyperlink to this website from the website of a third party imply co-operation between SpeakerCraft and said third-party website. SpeakerCraft has no control over third-party websites and therefore assumes no responsibility with respect to contents, products, services, information, hardware or software of websites containing a hyperlink to this website.

5.2 Hyperlinks to third-party websites 

This website may contain links to the websites of SpeakerCraft partners or to the websites of third party companies. These links are provided to You as a convenience, and the inclusion of any link does not imply or constitute an endorsement by SpeakerCraft. 

SpeakerCraft has no control over these websites and therefore assumes no responsibility with respect to the availability of these websites, their content, advertising material, and the products and/or services available at or through these websites. SpeakerCraft shall accept no liability for any direct or indirect damage that may result from a user's visit to the partner and/or third-party websites, or from the use of the contents and services of theses websites by the user.

6. ACCOUNTS AND PASSWORDS

Certain portions of the SpeakerCraft website are accessible only for users who have created a log-in account that includes a username and password. When creating Your log-in account You must provide SpeakerCraft with accurate and complete information. You must promptly notify SpeakerCraft if any of this information changes. If You fail to provide or update this information, SpeakerCraft may terminate Your right to use this website or any services provided through this website.

You are responsible for keeping Your password confidential. You will be responsible for all use of Your username and password, including, without limitation, any use by any unauthorized third party. You must notify SpeakerCraft immediately if You believe Your password has been obtained or may be accessed or used by any unauthorized person or entity. In addition, You must notify SpeakerCraft immediately if You become aware of any other breach or attempted breach of the security of the website. Under no circumstances should You respond to a request for Your password, particularly a request from an individual claiming to be an employee of SpeakerCraft. SpeakerCraft employees will never ask for Your password. You must notify SpeakerCraft immediately if You receive such a request.

7. PRIVACY POLICY

You agree to the terms of SpeakerCraft’s Privacy Policy, which is incorporated by reference into these Terms of Use.

8. REPRESENTATIONS AND WARRANTIES AND INDEMNIFICATION

You represent and warrant to SpeakerCraft that: (i) You have the full power and authority to enter into and perform Your obligations under these Terms of Use; (ii) Your assent to and performance of Your obligations under these Terms of Use do not constitute a breach of or conflict with any other agreement or arrangement by which You are bound, or any applicable laws, regulations or rules; (iii) these Terms of Use constitute legal, valid and binding obligations on You, enforceable in accordance with their terms and conditions; (iv) You will not infringe the patent, copyright, trademark, trade secret, right of publicity or other intellectual property or proprietary right of SpeakerCraft or any third party in Your use of the website; and (v) You will comply with all applicable laws, rules and regulations in Your use of the website, including these Terms of Use. 

You agree to indemnify and hold SpeakerCraft and its employees, representatives, agents, attorneys, affiliates, directors, officers, members, managers and shareholders (“Indemnified Parties”) harmless from any damage, loss, cost or expense (including without limitation, attorneys’ fees and costs) incurred in connection with any third party claim, demand or action (“Claim”) brought or asserted against any of the Indemnified Parties: (i) alleging facts or circumstances that would constitute a breach by You of any provision of these Terms of Use or (ii) arising from, related to, or connected with Your use of this website. If You are obligated to provide indemnification pursuant to this provision, SpeakerCraft may, in its sole and absolute discretion, control the disposition of any Claim at Your sole cost and expense. Without limiting the foregoing, You may not settle, compromise or in any other manner dispose of any Claim without the consent of SpeakerCraft.

9. DISCLAIMERS, EXCLUSIONS AND LIMITATIONS

9.1 Disclaimer Of Warranties 

SpeakerCraft PROVIDES THIS WEBSITE ON AN “AS IS” AND “AS AVAILABLE” BASIS. SpeakerCraft DOES NOT REPRESENT OR WARRANT THAT THE WEBSITE OR ITS USE (I) WILL BE UNINTERRUPTED OR SECURE, (II) WILL BE FREE OF DEFECTS, INACCURACIES OR ERRORS, (III) WILL MEET YOUR REQUIREMENTS, OR (IV) WILL OPERATE WITH OTHER HARDWARE OR SOFTWARE YOU USE. SpeakerCraft HEREBY DISCLAIMS ANY AND ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND NON-INFRINGEMENT. Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to You.

SpeakerCraft reserves the right to modify or correct the contents of its website at any time, without notice. SpeakerCraft shall not be liable in the event of contamination of Your computer equipment as a result of virus propagation or other computer 'infections'. You are responsible for taking all appropriate measures to protect Your own data and/or software from contamination by any viruses circulating via the Internet.

9.2 Exclusion Of Damages

UNDER NO CIRCUMSTANCES SHALL SpeakerCraft, ITS EMPLOYEES, SUPPLIERS OR THE THIRD PARTIES MENTIONED ON ITS WEBSITE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY OR SPECIAL DAMAGES (INCLUDING DAMAGES RELATING TO LOST PROFITS, LOST DATA OR LOSS OF GOODWILL) ARISING OUT OF, RELATING TO OR CONNECTED WITH THE USE OF THIS WEBSITE OR INFORMATION OBTAINED FROM THIS WEBSITE, REGARDLESS OF THE CAUSE OF ACTION ON WHICH THEY ARE BASED, WHETHER BASED ON CONTRACTUAL LIABILITY, TORT, PRODUCT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OCCURRING. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to You.

9.3 Limitation Of Liability 

IN NO EVENT WILL THE LIABILITY OF SpeakerCraft ARISING FROM, RELATING TO, OR IN CONNECTION WITH THIS TERMS OF USE OR THE WEB SITE EXCEED U.S. $1,000.

10. TERMINATION

SpeakerCraft may, in its sole discretion and without any liability change, modify, suspend, make improvements to or discontinue any aspect of the website, temporarily, or permanently, at any time without prior notice. 

11. JURISDICTION AND APPLICABLE LAW

This Agreement shall be governed, construed and applied in all respects by the laws of the State of California, without regard to any provision governing conflicts of law. Any dispute arising from this legal notice shall be brought before the federal or state courts located in Riverside, CA. The use of this website implies Your express consent to the personal jurisdiction and venue of such courts.

12. WAIVER OF CLASS ACTION RIGHTS; LIMITATION OF ACTIONS

By entering into Terms of Use, You hereby irrevocably waive any right You may have to join claims with those of others in the form of a class action or similar procedural device. Any claims arising out of, relating to, or connected with these Terms of Use must be asserted individually.

You acknowledge and agree that, regardless of any statute or law to the contrary, any claim or cause of action You may have arising out of, relating to, or connected with Your use of the website must be filled within one calendar year after such claim or cause of action arises, or forever be barred.

13. CORRESPONDENCE WITH SpeakerCraft

To correspond with SpeakerCraft by e-mail, Internet users must fill in the electronic correspondence forms proposed on this website. SpeakerCraft's replies to e-mails may not be equated to or considered proof of advertising, promotional or commercial activity in the destination country of these replies. Correspondence from SpeakerCraft to You shall be sent to You at the address specified in Your account.

When You send e-mails to us, You are communicating with us electronically, and thereby You are consenting to receive communications from us electronically or by other means available, including telephone or facsimile. You also agree that all agreements, notices, disclosures and other communications that we provide to You electronically satisfy any legal requirement that such communication be in writing. 

14. ENTIRE AGREEMENT; SEVERABILITY


These Terms of Use constitute the entire agreement between the parties with respect to the use of the SpeakerCraft website, superseding all prior or contemporaneous oral or written agreements or understanding with respect to such subject matter. No alteration, amendments or additions hereto shall be binding unless reduced in writing and signed by each party. If any provision of these Terms of Use is held to be unenforceable or invalid in whole or in part, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the parties, and the remaining provisions shall be given full force and effect.

15. OTHER PROVISIONS

SpeakerCraft’s failure to insist upon or enforce strict performance of any provision of these Terms of Use shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of these Terms of Use. SpeakerCraft may assign its rights and duties under these Terms of Use to any party at any time without notice to You. 

16. REQUESTS AND ADDRESS

Please send any notices or requests to our mailing address:

SpeakerCraft, Inc.
940 Columbia Avenue
Riverside, CA 92507