TERMS AND CONDITIONS OF SALE
Last Revised June 6, 2015
1. SELLER'S OFFER.
Notwithstanding any contradictory terms and conditions which may appear on Buyer's forms, the shipment and/or delivery of the goods and/or services made the subject of this invoice and the mailing and/or delivery of this invoice shall not constitute and acceptance by the Seller of any prior written or oral offer by the Buyer which contained terms and conditions different from or additional to those set forth below. Seller's acceptance of any such offer is expressly conditioned on the terms and conditions set forth below. Buyer's acceptance of the goods and/or services which are the subject of this invoice shall constitute confirmation of Buyer's acceptance of the terms and conditions set forth below.
2. LIMITATION OF WARRANTIES.
Unless an express written warranty is otherwise furnished by the Seller by a separate document, the Seller makes no warranty, express or implied, with respect to the goods sold and/or the services rendered by the Seller hereunder. ALL IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO THOSE OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY DISCLAIMED AND EXCLUDED FROM THIS AGREEMENT. IN NO EVENT SHALL SELLER BE LIABLE FOR LOSS OF USE OR FOR ANY INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO CONSEQUENTIAL DAMAGES FOR PERSONAL INJURIES OR DELAY. THIS DISCLAIMER OF CONSEQUENTIAL DAMAGES WILL CONTINUE IN FULL FORCE AND EFFECT EVEN IF THE BUYER'S LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. In the event any component or part of the goods sold and/or services rendered hereunder have not been manufactured by the Seller, the Seller's sole obligation shall be limited to making available to Buyer any existing applicable warranty of the manufacturer to such component or part to the extent Seller can do so.
3. ENTIRE AGREEMENT.
No agent, employee or representative of the Seller has any authority to bind the Seller to any affirmation, representation or warranty concerning the goods sold under this contract, unless such affirmation, representation or warranty is specifically included within this agreement. No modification or alteration of the foregoing disclaimer of warranty and limitation of remedies provisions shall be valid or enforceable unless set forth in a separate document issued and executed by the Seller.
In the event Buyer fails to disclaim any warranty with respect to any articles sold hereunder, Buyer shall indemnify and hold Seller harmless from any and all liability, costs and expenses to which Seller may be subjected as a result of Buyer's failure to so disclaim its express or implied warranties.
5. RISK OF LOSS; TITLE.
The goods sold hereunder shall be at the risk of the Buyer upon delivery by the Seller to the carrier F.O.B. shipping point. Title to the goods sold hereunder shall remain in Seller until payment in full by the Buyer.
6. DELAYS BEYOND SELLER'S CONTROL.
Seller shall not be responsible for delays in performance caused by delays at manufacturing plants, or in transportation or due to strikes, fires, floods, storms, war, insurrections, riots, any governmental regulation, order, act or instruction, acts of God, or any other circumstances beyond the Seller's reasonable control.
7. SERVICE CHARGE: TERMS OF PAYMENT; COLLECTION ACTIONS.
Any accounts not adhering to the payment terms on the face hereof will be subject to a service charge of 1 1/2 % per month (18% oer annum) on the unpaid balance. Unless otherwise indicated on the face hereof payment terms are net 30 days. If Seller commences an action to collect amounts due on this account, Buyer will indemnify and hold Seller harmless from all expenses incurred in connection therewith, including attorney's fees ans shall be borne by the buyer.
8. SURVIVAL OF TERMS.
To the extent any provision hereof is held invalid, then that provision shall be deemed to be deleted, and the remaining provisions hereof shall remain in full force and effect.
9. RETURNED GOODS. IMPORTANT.
A 10% handling or restocking charge, after inspection and in the opinion of the Seller, can be made upon all goods returned for credit. Goods returned for credit must be returned within five (5) days after receipt and must be accompanied by our Invoice Number and date of purchase.
10. FOREIGN SHIPMENT.
In the event this sale involves a foreign shipment, the Seller declares this invoice to be true and correct in every respect and declares the goods described on the reverse side hereof to be the product of the industry of the United States of America, except as otherwise noted.
11. LIMITATION OF ACTIONS.
Buyer agrees that any action of any kind by the Buyer against the Seller must be commenced, if at all, within one (1) year after the date of delivery.
Last Updated June 6.2015
AS A RESULT, PLEASE READ THIS AGREEMENT CAREFULLY BEFORE ACCESSING OR USING THE WEBSITE. BY ACCESSING OR USING THE WEBSITE, YOU AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS BELOW, WHICH ARE INTENDED TO BE FULLY EFFECTIVE AND BINDING UPON YOU. PLEASE PRINT A COPY OF THESE TERMS & CONDITIONS FOR YOUR REFERENCE.
Modifications to this Agreement
We may modify this Agreement at any time, and such modifications shall be effective immediately upon posting the modified Agreement. Material modifications will be conspicuously posted on the website. You agree to review the Agreement periodically to be aware of such modifications and your accessing or using of the website constitutes your acceptance of the Agreement as it appears at the time of your access or use.
KMC MUSIC a division of JAM Industries USA LLC.
All textual, graphical and other content appearing on this website is the property of KMC, unless otherwise noted.
All other names and marks mentioned in this website are the trade names, trademarks or service marks of their respective owners.
Should you send KMC any website postings, feedback or data, such as ideas, comments, and suggestions or questions regarding any KMC product or service or this website, such information will not be given confidential treatment. KMC will have no obligation of any kind to you with respect to any postings, feedback or data that you submit to KMC. Your submission of such postings, feedback and data constitutes an assignment to KMC of such material (along with any underlying or related ideas, concepts, techniques and know-how) and you agree to assign and hereby assign all such postings, feedback and data to KMC without charge. As the sole and exclusive owner of such postings, feedback and data, KMC will be free to reproduce, copy, use, disclose and distribute the information to others including without limitation incorporating your postings, feedback or data (and any underlying or related ideas, concepts, techniques and know-how) into any KMC product or service or this website without compensation to you of any kind.
License to Access
You may view, copy, print and use content contained on this website (including recorded material) solely for your own personal use, provided that: (1) the content available from this website is used for informational and non-commercial purposes only; (2) no text, graphics or other content available from this website is modified or framed in any way; and (3) no graphics available from this website are used, copied or distributed separate from accompanying text. The use of any content for commercial purposes is expressly prohibited. Nothing in this Agreement is intended to, or may be construed as, conferring by implication, estoppel or otherwise any license or other grant of right to use any patent, copyright, trademark, service mark or other intellectual property of KMC or any third party, except as expressly provided in this section.
You may not otherwise use, copy, modify, distribute, translate, reproduce, republish, disassemble, reverse engineer, decompile, mirror, or transmit any of the content or materials of this website or rent or sell use of or access to (such as on a time share or service bureau basis) this website, or any of the content or materials on this website, without the prior express written permission of KMC. You may not permit third parties to access this website or use any website content and may not make any other use of the website or any website content except as set forth in this Agreement, unless otherwise expressly agreed to in writing by KMC. You may not harvest or collect information about others, including e-mail addresses.
You agree to use the website for lawful purposes only. You may not post or transmit through the website any material (I) that violates or infringes in any way upon the rights of others, (II) that is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, (III) that encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law, or (IV) that, without KMC express prior approval, contains advertising or any solicitation. Any conduct by you that, in our discretion, restricts or inhibits any other person from using or enjoying the website will not be permitted.
You understand and agree that KMC may terminate or otherwise deny your access to the website and without notice in the event KMC believes in its sole discretion that (I) you have violated a provision of this Agreement, (II) you have used or misused the website in a manner that KMC has determined is unlawful, unethical or otherwise inappropriate, or (III) such action is reasonably necessary to protect a third party or KMC or if such action is otherwise required by law.
You acknowledge and agree (1) that your use of this website is at your own discretion and risk, (2) that use of any material, information or data downloaded or otherwise obtained through the use of this website is at your own discretion and risk, and (3) that you are solely responsible for any damage to your computer system for loss of data that results from the download of such material, information or data, and for any other form of damage that may be incurred.
Dealers, Distributors, and Other Third Party Websites
This website may contain links to, or be accessed through links on, websites managed and operated by KMC dealers or distributors. KMC dealers and distributors are separate and independent entities and are not agents of KMC. KMC does not have control over the websites of KMC dealers or distributors or any other third party website. As a result, KMC does not have responsibility for the content, information, misinformation, errors, availability, operation or performance of any such third party website to which this website may link or from which this website may be accessed.
If you operate another website and are interested in linking to our website, you agree to be bound by the following rules: (1) the link must be a text-only link clearly marked; (2) the link must "point" to the URL www.kmconline.com and not to any other pages; (3) the link, and use thereof, must be in connection with a website of appropriate subject matter; (4) the link, and use thereof, may not be such that may damage or dilute the goodwill associated with the KMC's name, trademarks or services;(5) the link, and use thereof, may not create the false appearance that another entity is associated with or sponsored by KMC; and (6) the link, when activated by a user, must display this website full-screen and not with a "frame" on the linked website. KMC reserves the right to revoke consent to the link at any time in its sole discretion, either by amending this Agreement or through other notice.
Reference to any product, recording, event, process, publication, service, or offering of any third party by artist name, trade name, trademark, service mark, company name or otherwise does not constitute or imply the endorsement or recommendation of such by KMC. Any views expressed by third parties on this website (including recorded interviews) are solely the views of such third party and KMC assumes no responsibility for the accuracy or veracity of any statement made by such third party.
This website may be accessed internationally and may contain references or cross references to KMC products, programs and services that are not available in your country. Such references do not imply that KMC intends to make available any particular product or service in your country or that such products or services may lawfully be used in or imported into your country. KMC reserves the right without prior notice to discontinue products and services, including models, parts and accessories, and other items or change specifications at any time without incurring any obligations to any party.
If you believe that your copyright in any material has been infringed on this website, please provide our Copyright Agent with all of the following information in the form prescribed by Section 512 of Title 17, United States Code:
(a) a description of the copyrighted work you claim has been infringed,
(b) a description of the material that you claim is infringing, identified with sufficient detail for us to locate it on the website,
(c) your address, telephone number and e-mail address,
(d) a statement by you that you have a good faith belief that the disputed use is not authorized,
(e) a statement by you declaring under penalty of perjury that the above information is true and that you are the owner of the copyrighted interest or authorized to act on the copyright owner's behalf, and
(f) a physical or electronic signature of the person authorized to act on behalf of the copyright owner's interest. KMC's Copyright Agent for notice of claims of copyright infringement on its Website can be reached as follows:
You understand and agree that: (1) KMC assumes no liability or responsibility for any third party content or material of any kind that is submitted to or posted on the website by you or by any other users or third parties and (2) KMC is a publisher of any such content, and is acting solely as an Internet Website Provider as such term is defined in the Digital Millennium Copyright Act.
Bulletin Boards, Chat Rooms and Other Interactive Areas
KMC may provide bulletin boards, chat rooms and other interactive areas for its visitors to participate in. By accessing or using this website, you agree to abide by the following guidelines for use of any such bulletin boards, chat rooms and other interactive areas:
1. You must maintain a polite, pleasant environment. Comments that harass abuse or threaten others are prohibited. You may not criticize other individual users or KMC or any of its affiliates.
2. You must ensure that all comments are appropriate to all people. Any content that is defamatory, pornographic, obscene, or otherwise objectionable is prohibited.
3. You must keep your comments relevant to the stated topic.
4. You may not send any chain letters, junk mail, unauthorized e-mail, or commercial solicitations, or engage in, facilitate or encourage any illegal activities.
5. Any and all postings you may submit to this website must be your original work, based upon your diligent research and best efforts.
All users of this website must also follow any other guidelines or rules provided by KMC or posted on this website for such postings or submissions. A failure to comply with any of these guidelines or rules, or any of the other provisions of this Agreement, will result in, among other possible action, the immediate termination of all access and privileges to post content to the website. Please report any violations of these guidelines to KMC, as provided for in the "Contact Us" section of this Agreement below.
You and other users of any bulletin boards, chat rooms and other interactive areas are solely responsible for the content and consequences of any messages you communicate or post on this website. KMC will have no liability for any content and consequences of any such messages.
You should exercise the utmost discretion before providing any personal information to third parties via any such bulletin boards, chat rooms or other interactive areas that may be on this website.
Although KMC is not obligated to monitor content or the accuracy of information, you acknowledge and agree that KMC, in its sole discretion, has the right to monitor, without notice, any such content or information posted on this website. KMC also reserves the right, in its sole and absolute discretion, to prohibit any conduct or remove any content, without notice, for any reason, and to revoke any user's access, for any reason. KMC also reserves the right to review any submission you may send to the website and may decide, in its sole discretion, whether or not your submission is appropriate for the website.
TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, KMC SPECIFICALLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THIS WEBSITE AND THE INFORMATION AND MATERIALS CONTAINED ON THIS WEBSITE, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING OR USAGE IN TRADE.
THE INTERNET IS INHERENTLY UNRELIABLE. AS A RESULT, KMC DOES NOT WARRANT THAT THE WEBSITE OR YOUR ACCESS TO THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS IN THE WEBSITE WILL BE CORRECTED, OR THAT THIS WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. KMC DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE MATERIALS IN THIS SITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.
This website and all information and related materials it contains are provided "AS IS" and "WITH ALL FAULTS." KMC makes no representation or warranty whatsoever regarding the completeness, accuracy, currency, or adequacy of, or the suitability, functionality, availability, or operation of this website or the information or materials it contains. By using this website, you assume the risk that the information and materials on this website may be incomplete, inaccurate, out of date, or may not meet your needs and requirements.
No advice or information from KMC in any manner will create any warranty as to this website or any product, service or material available through this website. If for any reason you are not satisfied with this website or its content, your sole remedy is to cease using this website or such content, even if such remedy should fail of its essential purpose.
This website may be unavailable from time to time due to mechanical, telecommunication, software, and third-party vendor failures. KMC cannot predict or control when such downtime may occur and cannot control the duration of such downtime. As a result, KMC cannot have any liability for such failures.
Reasonable efforts are taken to ensure the accuracy and integrity of information and related materials provided by KMC on this website, but KMC is not responsible for misprints, out-of-date information, technical or pricing inaccuracies, typographical or other errors. Information and related materials are subject to change without notice.
APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
LIMITATION OF LIABILITY
IN NO EVENT, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, WILL KMC BE LIABLE FOR DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING FROM OR OTHERWISE RELATED TO THIS WEBSITE OR YOUR USE OF THIS WEBSITE, EVEN IF KMC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY EVENT, KMC'S LIABILITY TO YOU ARISING FROM OR OTHERWISE RELATED TO YOUR USE OF THIS WEBSITE WILL NOT EXCEED $100.00 US, EVEN IF SUCH REMEDY SHOULD FAIL OF ITS ESSENTIAL PURPOSE.
YOU AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS KMC, ITS AFFILIATES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, REPRESENTATIVES, EMPLOYEES, CONSULTANTS, AND AGENTS FROM AND AGAINST ANY CLAIMS, ALLEGATIONS, DAMAGES, LOSSES, LIABILITIES OR EXPENSES (INCLUDING, BUT NOT LIMITED TO ATTORNEYS' FEES) THAT SUCH PARTY MAY SUFFER OR INCUR AS A RESULT OF YOUR USE OR MISUSE OF THE WEBSITE, ANY USE OR MISUSE OF THE WEBSITE IN CONNECTION WITH YOUR USER INFORMATION OR LOGIN INFORMATION (IF APPLICABLE), YOUR INFRINGEMENT OF ANY INTELLECTUAL PROPERTY OR OTHER RIGHT OF KMC OR ANY OTHER PERSON OR ENTITY, OR ANY VIOLATION OF THIS AGREEMENT.
Disputes and Interpretation
The laws of the State of New York and the United States shall govern use of the website without regard to any choice of laws or conflicts of law provisions. You agree that any action, suit, or proceedings arising from or related this website shall be brought exclusively in the federal or state courts of the State of New York, United States and you consent to the exclusive jurisdiction of such courts.
If any of these conditions shall be deemed invalid, void, or for any reason unenforceable, that condition shall be deemed severable and shall not affect the validity and enforceability of any remaining condition.
If you have any questions about this Agreement, please contact us at:
KMC MUSIC a division of JAM Industries USA LLC,
Attn: Legal Department
310 West Newberry Road
Bloomfield CT, 06002
KMC Music a division of JAM Industries USA LLC.
All rights reserved
Effective Date: June 6 2015
3. Information We Collect
a. Personally Identifiable Information
You are not required to provide personally identifiable information in order to visit any KMC website. You must, however, register and provide personally identifiable information in order to be placed on KMC's Email New Service List and to enter contests and other promotions. KMC may use information you provide us through emails, responses to polls, contests or sweepstakes or any other promotional activity. Please be advised that any such submissions become the property of KMC and may be used by KMC for any lawful purpose, subject to applicable law. KMC can edit, rewrite, use, and reuse the content of your submissions, including your name, likeness, photograph, and biographical information in any way and in any media whether now known or invented in the future, with or without attribution, including publication in online publications, and in trade media, and advertising. You agree that any content you send us will not violate any rights of any third-party and that you will only send us content for which you own the rights.
b. Non-Personally Identifiable Information
KMC also collects other information that is not personally identifiable to you, but results solely from your visit to our website. For example, we may collect Internet Protocol ("IP") addresses. We may use web beacons and cookies, which may be placed on your computer when you access the website.
(1) IP Addresses
Your Internet Protocol ("IP") address is usually associated with the place from which you enter the Internet, like your Internet Service Provider, your company or your university. By collecting your IP address, KMC's server may record the referring page that linked you to the KMC website (e.g., another website or a search engine), the pages you visit on this website, the website you visit after this website, the ads you see or click on, other information about the type of web browser, computer, platform, related software and settings you are using, any search terms you have entered on this website or a referral website, and other web usage activity and data logged by our web servers. KMC may also use your IP address to help diagnose problems with our servers, gather broad demographic information, and administer our website. KMC may also link this information with your personally identifiable information when KMC feels that it is necessary to enforce compliance with its rules and policies, terms of service, or to protect its website, customers or others.
(2) Web Beacons
Web beacons are Internet tools, such as transparent images on a website or in e-mails that we may send you, that help us to determine, for instance, whether a page has been viewed or an e-mail opened. For example, when you ask us to send you information on a promotion or newsletter, we may use web beacons to determine how many of the e-mails we sent were actually opened. In general, any electronic image viewed as part of a web page, including a banner ad, can contain a web beacon.
4. How We Use Your Information
KMC does not sell, rent or loan any of your personally identifiable information to any third party. KMC may, however, use and share information with third-party suppliers specifically involved in the processing of your information received via the KMC website. KMC may also share your information with our foreign and domestic affiliates and subsidiaries and third-party suppliers, which may require sending your personal information to or from the United States and another country.
In addition, KMC may use and share aggregated information that does not uniquely identify you when it enables KMC to improve and enrich our services and website content.
KMC reserves the right to use and share your information where such disclosure may be required by law.
5. Access by Children
This website is not intended for use by children age under age 16. No one under age 16 is allowed to provide any personally identifiable information or use KMC public discussion areas, forums and chats or participate in any contests or any other promotional activities, and KMC does not knowingly collect or use information from children under age 16 through this website. To subscribe to newsletters and to participate in other activities where personal information is divulged on this website, you must be age 16 or older. Minors under the age of 18 should get the permission of their parent(s) or legal guardian(s) before subscribing to anything on this website.
If you are registered to receive KMC's Email News Service List, you may also receive commercial email regarding upcoming KMC promotions and events. If you receive KMC's commercial email and would like to avoid receiving such email in the future, you may opt-out of receiving it by clicking on the opt-out area within that email or by clicking here. KMC will only communicate with you according to your instructions.
KMC limits third party access to personally identifiable information collected on this website. This website has security measures in place that we believe are reasonable to help protect against the loss, misuse and alteration of the information under KMC's control. While KMC cannot guarantee that loss, misuse or alteration to data will not occur, KMC uses industry standards, such as Secure Socket Layers ("SSL") technology, to help safeguard against such occurrences. In certain instances, the information passed between your browser and the KMC system is encrypted with SSL technology to create a protected connection between you and this website to ensure confidentiality. In the event that a breach into the KMC security systems occurs and there is a possibility that an unauthorized person acquires your personal information, KMC will notify you of such a breach under applicable law.
8. Access to Your Personal Information
9. Third-Party Websites
This website may link to, or be linked to, other websites not maintained by or related to KMC. KMC is not responsible for the privacy policies or practices of any third parties or third-party websites, including any third-party linked or linking websites. To the extent that you disclose personally identifiable information to any such third parties, different rules may apply to their use and disclosure of personal information that you disclose to them. KMC encourages you to review the privacy policies of such websites before disclosing your personal information to them.
10. Contacting Us
If you have
KMC Music a division of JAM Industries USA LLC.
310 West Newberry Road
Bloomfield, CT 06002