Terms of Use Agreement

Read This Terms of Use Agreement Before Accessing Website.

This Terms of Use Agreement sets forth the standards of use of the Audio Direct L.L.C. Online Service. By using the Audio Direct L.L.C. / Audio-Direct.com website you (the “Member”) agree to these terms and conditions. If you do not agree to the terms and conditions of this agreement, you should immediately cease all usage of this website. We reserve the right, at any time, to modify, alter, or update the terms and conditions of this agreement without prior notice.  Modifications shall become effective immediately upon being posted at Audio Direct L.L.C. / Audio-Direct.com website.  Your continued use of the Service after amendments are posted constitutes an acknowledgement and acceptance of the Agreement and its modifications. Except as provided in this paragraph, this Agreement may not be amended.

1.      Description of Service

Audio Direct L.L.C. is providing Member with an Internet Store. Member must provide (1) all equipment necessary for their own Internet connection, including computer and modem and (2) provide for Member’s access to the Internet, and (3) pay any fees relate with such connection. 

2.      Copyright and Trademark Information

All content included or available on this site, including site design, text, graphics, interfaces, and the selection and arrangements thereof is ©2006 Audio-Direct.com, will all rights reserved, or is the property of Audio Direct L.L.C. and/or third parties protected by intellectual property rights.  Any use of materials on the website, including reproduction for purposes other than those noted above, modification, distribution, or replication, any form of data extraction or data mining, or other commercial exploitation of any kind, without prior written permission of an authorized officer of Audio Direct L.L.C. is strictly prohibited.  Members agree that they will not use any robot, spider, or other automatic device, or manual process to monitor or copy our web pages or the content contained therein without prior written permission of an authorized officer of Audio Direct L.L.C. .

Audio Direct L.L.C. and Audio-Direct.com are proprietary marks of Audio-Direct.com.  Audio Direct ’s trademarks may not be used in connection with any product or service that is not provided by Audio Direct L.L.C., in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits Audio Direct L.L.C. .

All other trademarks displayed on Audio Direct’s website are the trademarks of their respective owners, and constitute neither an endorsement nor a recommendation of those Vendors.  In addition, such use of trademarks or links to the web sites of Vendors is not intended to imply, directly or indirectly, that those Vendors endorse or have any affiliation with Audio Direct L.L.C. .

3.      Disclaimer of Warranties

The site is provided by Audio Direct L.L.C. on an “as is” and on an “as available” basis.  To the fullest extent permitted by applicable law, Audio Direct L.L.C. makes no representations or warranties of any kind, express or implied, regarding the use or the results of this web site in terms of its correctness, accuracy, reliability, or otherwise.  Audio Direct L.L.C. shall have no liability for any interruptions in the use of this Website.  Audio Direct L.L.C. disclaims all warranties with regard to the information provided, including the implied warranties of merchantability and fitness for a particular purpose, and non-infringement.  Some jurisdictions do not allow the exclusion of implied warranties, therefore the above-referenced exclusion is inapplicable. In addition, manufacturers' warranties for exported goods may vary or even be null and void.

4.      Limitation of Liability

AUDIO DIRECT L.L.C. SHALL NOT be liable for any damages whatsoever, and in particular Audio Direct L.L.C. shall not be liable for any special, indirect, consequential, or incidental damages, or damages for lost profits, loss of revenue, LoSS of Savings, LOSS Of Data or loss of use, arising out of or related to this web site or ANY PRODUCT OR SERVICE OR THE FAILURE OF SUCH PRODUCT OR SERVICE TO PERFORM OR the information contained in it, whether such damages arise in contract, negligence, tort, under statute, in equity, at law, or otherwise, even if Audio Direct L.L.C. has been advised of the possibility of such damages. SOME JURISDICTIONS DO NOT ALLOW FOR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, THEREFORE SOME OF THE ABOVE LIMITATIONS IS INAPPLICABLE.

5.      Indemnification

Member agrees to indemnify and hold Audio Direct L.L.C., its parents, sister companies, subsidiaries, affiliates, manufacturer, distributors, affiliates, officers and employees, harmless from any claim or demand, including reasonable attorneys’ fees and costs, made by any third party due to or arising out of Member’s use of the Service, the violation of this Agreement, or infringement by Member, or other user of the Service using Member’s computer, of any intellectual property or any other right of any person or entity.

6.      Modifications and Interruption to Service

Audio Direct L.L.C. reserves the right to modify or discontinue the Service with or without notice to the Member. Audio Direct L.L.C. shall not be liable to Member or any third party should Audio Direct L.L.C. exercise its right to modify or discontinue the Service. Member acknowledges and accepts that Audio Direct L.L.C. does not guarantee continuous, uninterrupted or secure access to our website and operation of our website may be interfered with or adversely affected by numerous factors or circumstances outside of our control.

7.      Third-Party Sites

Our website may include links to other sites on the Internet that are owned and operated by online merchants and other third parties.  You acknowledge that we are not responsible for the availability of, or the content located on or through, any third-party site.  You should contact the site administrator or webmaster for those third-party sites if you have any concerns regarding such links or the content located on such sites.  Your use of those third-party sites is subject to the terms of use and privacy policies of each site, and we are not responsible therein. We encourage all Members to review said privacy policies of third-parties’ sites.

8.      Disclaimer Regarding Accuracy of Vendor Information

Product specifications and other information have either been provided by the Vendors or distributor or collected from publicly available sources.  While Audio Direct L.L.C. makes every effort to ensure that the information on this website is accurate, we can make no representations or warranties as to the accuracy or reliability of any information or technical information or advice given by Audio Direct employees, whether or not such advice is made in writing or provided on this website.

Audio Direct L.L.C. makes no warranties or representations whatsoever with regard to any product provided or offered by any Vendor, and you acknowledge that any reliance on representations and warranties provided by any Vendor shall be at your own risk.

9.      Pricing

Audio-Direct L.L.C. prices may change without prior notice. If a price does change once the member’s order is placed. The member will be notified prior to the product shipping. The member may either accept the change or cancel the order once the new price is provided. Audio Direct has the right to refuse or cancel any orders or services, whether or not the order has been charged. If the Members credit card has been charged and the order has been canceled. A credit will be issued to the member credit card for the order canceled by Audio Direct. All prices for products are posted in U.S. Dollars.

10. Governing Jurisdiction of the Courts Arizona

Our website is operated and provided in the State of Arizona .  As such, we are subject to the laws of the State Arizona, and such laws will govern this Terms of Use, without giving effect to any choice of law rules.  We make no representation that our website or other services are appropriate, legal or available for use in other locations.  Accordingly, if you choose to access our site you agree to do so subject to the internal laws of the State Arizona and consents to the exclusive jurisdiction of the State and Federal courts located in Pima County, Arizona .

11. Compliance with Laws

Member assumes all knowledge of applicable law and is responsible for compliance with any such laws.  Member may not use the Service in any way that violates applicable state, federal, or international laws, regulations or other government requirements. Member further agrees not to transmit any material that encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national, or international law or regulation.

12. Notification of Claimed Copyright Infringement

Pursuant to Section 512(c) of the Copyright Revision Act, as enacted through the Digital Millennium Copyright Act, Audio-Direct.com designates the following individual as its agent for receipt of notifications of claimed copyright infringement.

All claims must include the following information:

·        A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

·        Your name, address and daytime telephone number;

·        Identification of the copyrighted work claimed to have been infringed.

·        Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to locate the material;

·        A statement, that the Complaining Party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law;

·        A statement made by you under penalty of perjury, that the information in the notification is accurate, and, that the Complaining Party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

By Mail

Audio Direct

Attn. Copyright Infringement

460 W. Roger Rd. , STE 105

Tucson, AZ 85705

13. Botnets

Audio Direct L.L.C. retains the right, at our sole discretion, to terminate any accounts involved with botnets and related activities. If any hostnames are used as command and control points for botnets, Audio Direct L.L.C. reserves the right to direct the involved hostnames to a honeypot, loopback address, logging facility, or any other destination at our discretion.

14. Other Terms

If any provision of this Terms of Use Agreement shall be unlawful, void or unenforceable for any reason, the other provisions (and any partially-enforceable provision) shall not be affected thereby and shall remain valid and enforceable to the maximum possible extent.  You agree that this Terms of Use Agreement and any other agreements referenced herein may be assigned by Audio Direct L.L.C, in our sole discretion, to a third party in the event of a merger or acquisition.  This Terms of Use Agreement shall apply in addition to, and shall not be superseded by, any other written agreement between us in relation to your participation as a Member.  Member agrees that by accepting this Terms of Use Agreement, Member is consenting to the use and disclosure of their personally identifiable information and other practices described in our Privacy Policy Statement.

This Terms of Use Agreement was last updated on 03-11-06 .