CARAUDIO.COM TERMS OF SERVICE
Welcome to the CarAudio.com Internet service (the "Service"). This document explains the terms and conditions for using our Service (the "Agreement"). By using our Service, you consent to this Agreement and any new version of it posted since your last visit. If the Agreement is not acceptable, then please do not use our Service. This Agreement was last updated on: 6-8-2001.
USING OUR CONTENT & SERVICE.
Our Proprietary Rights. Our Service may contain an assortment of information, data, software, images, video clips, music, links, logos and other material ("Content") that are the copyright, trademark or other intellectual property of the owners of this Service or third party suppliers. The Content in this Service is copyrighted individually and as a collective work. All rights are reserved. The name "CarAudio.com" and other names appearing herein are the trademarks or registered trademarks of the Service or the respective third party owners. You will ensure that all copyright, trademark or other proprietary rights notices appearing on any Content remain intact and legible. All licenses are non-exclusive.
Linking to Our Site. You may not display our Content within a frame or border, or "deep link" or harvest Content located below our top-most URL. You will not link to our Service or Content in a manner that suggests an endorsement or affiliation between our sites. You will remove any link to our Service that we find objectionable promptly upon request.
Reservation of Rights. All content, communications, software applications, digital products, updates and features of this Service are copyrighted by the Service, its owners, suppliers or other third parties. We reserve all rights not specifically granted to you. This means permission to use the Service and related intellectual property rights will be narrowly interpreted by a court in our favor. Except as specifically authorized in this Agreement, you may not store, copy, reproduce, adapt, reformat, create derivative works of, transmit, disseminate, publicly display or perform any copyrighted material from this Service. You may not reverse engineer our Service or any software obtained from it to discover its underlying design or inner workings (and you will hold in confidence for our benefit alone anything discovered in violation of this provision). If you infringe our intellectual property rights or exceed the scope of permitted use of this Agreement, you agree that we could be irreparably injured and may obtain a court order without necessity of posting bond to enjoin you from further mischief.
YOUR CONTENT & SUBMISSIONS.
Your Public Messages. Our Service includes certain interactive features that allow users to post, transmit and receive messages or content to discussion forums, newsgroups, chat areas, calendars or other online channels ("Communications"). We do not prescreen or editorially control Communications on our Service. We reserve the right (but do not assume the responsibility) to block or remove any Communications brought to our attention which we consider in violation of this Agreement or detrimental to the Service or to any person.
Permission to Publish. Our Service does not claim ownership in the content of your Communications. If you make Communications, you irrevocably grant our Service (and any affiliates and sublicensees) the worldwide, perpetual, royalty-free, sublicensable right and license to store, copy, reproduce, adapt, reformat, create derivative works of, transmit, disseminate, publicly display and perform such Communications through the Service and to make such incidental and additional uses as may be needed to operate the Service and any affiliated sites through any media or technology now known or hereafter created. You irrevocably grant us the right to obtain a copyright in the "thread" or compilation of Communications on the Service generally, including your own Communications.
Prohibited Behavior. You will not upload, store or disseminate any Content or make any Communications which violate or infringe the intellectual property or privacy rights of any person or which a reasonable person would consider abusive, profane, hateful, racially or ethnically offensive, which are defamatory or harassing, or which violate or encourage others to violate this Agreement or any applicable law. You will not upload or transmit pornographic or obscene images or files, and you will not impersonate our personnel or disrupt the orderly operation of the Service. You will not use the Service to violate any applicable law, including U.S. or foreign securities laws or regulations. In order to protect itself, the Service may without liability actively cooperate with and furnish identifying and supporting information to any person likely to be harmed or affected by your violation of this Agreement and to any law enforcement agency conducting an investigation. You also agree not to make any Communication that encourages users to terminate their use of the Service or to use a competitor's service.
Anti-Spam Restriction. You will not use our Service to make any Communications which are unsolicited bulk advertising or promotional messages ("spam"), so-called "chain letters," pyramid schemes, or make Communications of a promotional nature other than through channels authorized by the Service. You may not harvest email addresses or instant messaging identifiers. Because the damage incurred by us in connection with spam campaigns may be difficult to ascertain, you agree to pay liquidated damages of $3 per individual recipient of spam messages transmitted under your account if you knowingly cause spam to be sent.
THIRD PARTY LINKS AND ADVERTISERS.
Content, goods or services may be offered by third parties through hotlinks or advertisements contained on our Service or through private-branded areas that are controlled by third party providers. These are offered as a convenience to you. We have no control over and do not endorse third party content, goods or services. We act as a distributor and not as a republisher of third party content and as an advertising channel for third party goods and services. Third party providers may change, add or discontinue their content or offerings at any time without notice. They may impose additional or different conditions on your use of their content or services (please read any additional terms that may be posted by such providers). WE DISCLAIM ALL REPRESENTATIONS AND WARRANTIES REGARDING CONTENT, GOODS OR SERVICES YOU OBTAIN FROM THIRD PARTY PROVIDERS. YOU WILL LOOK SOLELY TO THE THIRD PARTY PROVIDER FOR ALL CLAIMS REGARDING SUCH MATTERS.
OUR ONLINE MATCHING SERVICE.
Nature of Relationship. Our Matching Service may offer certain features that can be used to match buyers and sellers of goods and services. The Matching Service is offered solely as a venue for you and other users to list items offered and to exchange bids or other information about such items. You and other members of this Service are solely responsible for all aspects of such exchange, including the accuracy and legality of such listings and communications exchanged, the selection of trading partners and the performance or non-performance of any resulting agreement. We are not a party to these transactions. We cannot give any assurance that a buyer or seller will perform or pay for any goods or services.
Fee Schedule. Bidding on specific items in the Matching Service is free. spaceholder. We reserve the right to impose new or different fees by posting a new Fee Schedule. New Fee Schedules are effective on the date posted, or such other effective date identified in the Fee Schedule.
Listings & Bids. When you upload a listing, make a bid or other communication via the Matching Service, you irrevocably grant our Service the worldwide, perpetual, royalty-free, sublicensable right and license to store, copy, reproduce, adapt, create derivative works of, transmit, disseminate, perform and display the listing through the Matching Service and to make such incidental and additional uses as may be needed to operate the Matching Service through any media or technology now known or hereafter created. You irrevocably grant us the right to obtain a copyright in the compilation of listings, bids and communication threads, including your own.
Prohibited Behavior on Matching Service. Listings, bids and communications regarding items or participants in the Service may not: (a) contain any information that is knowingly false, misleading or materially inaccurate; (b) infringe any third party intellectual property or privacy rights; (c) offer any item that is counterfeit (unless specifically designated as such); (d) violate any law or regulation (including securities laws, export laws and technology transfer laws); (e) contain any information that is defamatory, harassing or patently offensive; (f) contain any obscene material (including child pornography); (g) upload any virus or other deliberately destructive file or code; (h) make repetitive bids or interfere with normal operations; (i) advertise other web sites, services or match-making services, (j) link to any content or service that violates this Agreement; (k) use any robot or other automatic device to access, copy, retrieve or use any content obtained from the Matching Service (this means you must actually be present at your computer terminal and use the Matching Service manually), (l) use any program or device to meta-search or consolidate listings or bids from our Service with listings or bids from other matching services. WE RESERVE THE RIGHT TO REMOVE ANY LISTING OR COMMUNICATION AND SUSPEND OR TERMINATE ANY MEMBER THAT VIOLATES THE FOREGOING PROVISIONS OR OTHERWISE ENGAGES IN BEHAVIOR THAT WE IN OUR SOLE JUDGMENT CONSIDER TO BE INAPPROPRIATE.
Taxes. You are responsible for the timely filing of any required returns and the payment of all applicable taxes or levies, including interest and penalties imposed thereon ("Tax Claims") arising from or relating to your use of the Matching Service or any goods or services bought, sold or exchanged as a result of using the Service, and you agree to defend, indemnify and hold our Service harmless from any and all Tax Claims.
No Endorsement. We do not review or endorse the truth, accuracy, reliability, integrity or quality of any information posted in the Matching Service, or any goods, services or other things bought, sold or exchanged as a result of such activities.
Outage Policy on Matching Service. We are not responsible for any outage or disruption in your use of the Matching Service, including any system outages. We reserve the right, but do not assume the obligation, of extending the bidding time for an item as a result of a system outage.
Disputes Among Users of Matching Service. Our Service is not a party to any exchange of information or to any subsequent agreement to buy, sell or exchange goods or services resulting from members' participation in the Matching Service. You agree to hold us harmless from and release our Service (including our officers, directors, owners, agents and employees) from any and all liability arising out of any dispute that may result from your use of the Matching Service or any good or service obtained thereby (including any claim for direct, indirect, incidental or consequential damages or attorney fees, even if we are advised of the possibility of such damage, and whether arising in contract, tort or otherwise). If you nevertheless try to involve us in a dispute, you will comply with the Governing Law provision of this Agreement and pay our costs and expenses, including reasonable legal fees.
California Residents: if you reside in California, you waive the protection of California Civil Code Section 1542, which states: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
We follow technical and management practices that we believe are reasonable under the circumstances to protect the confidentiality, security and integrity of information stored on our system, but we do not operate a completely secure Site. For example, we generally do not use secure pages to collect information and we generally do not store data in encrypted form.
WARRANTIES & LIABILITIES.
Warranty Disclaimer. THIS SERVICE (INCLUDING ALL INFORMATION, CONTENT, COMMUNICATIONS, FEATURES, PRODUCTS, SOFTWARE AND SERVICES) MAY INCLUDE INACCURACIES, ERRORS AND DEFECTS AND IS PROVIDED AS-IS AND AS-AVAILABLE WITHOUT WARRANTY OF ANY KIND. ALL WARRANTIES, INCLUDING MERCHANTABILITY, QUALITY, INTEGRATION, ACCURACY, WORKMANLIKE EFFORT, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT ARE DISCLAIMED. THE SERVICE IS NOT RESPONSIBLE FOR UNAUTHORIZED ACCESS TO OR DISRUPTION OF YOUR COMMUNICATIONS, CONTENT OR TRANSACTIONS ENTERED INTO WITH THE SERVICE. THE SERVICE IS NOT RESPONSIBLE FOR ANY HARASSING, DEFAMATORY, ILLEGAL OR IMPROPER CONDUCT OR CONTENT OF THIRD PARTIES, OR FOR ANY INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS BY THIRD PARTIES.
Limitation of Liability. IN NO EVENT IS THE SERVICE LIABLE WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE, STRICT LIABILITY OR OTHERWISE), FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING LOST SAVINGS, LOST PROFIT, LOST GOODWILL, LOST OR CORRUPTED DATA OR BUSINESS INTERRUPTION) EVEN IF NOTIFIED IN ADVANCE OF SUCH POSSIBILITY. THIS LIMITATION IS A MATERIAL CONDITION TO THIS AGREEMENT, IS COMMERCIALLY REASONABLE AND HAS BEEN FACTORED INTO THE AGREEMENT AS A WHOLE. SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE FOREGOING LIMITATION MAY NOT APPLY TO YOU.
Indemnification. You agree to defend, indemnify and hold harmless the Service and its officers, directors, owners, agents, employees, advisers and consultants, from and against any claims, actions, demands, liability, damages (including legal and professional fees) asserted by any third party and arising from your use of the Service, your conduct, content, communications, alleged infringement of third party intellectual property or privacy rights, or violation of this Agreement.
Limitation of Remedies. You agree that if the Service breaches this Agreement, your sole and exclusive remedy will be to terminate this Agreement and your relationship with the Service. This applies regardless of whether the remedy fails of its essential purpose.
Protected Parties. THE WARRANTY DISCLAIMERS, LIABILITY LIMITS, INDEMNITIES AND RESERVATION OF RIGHTS CONTAINED IN THIS AGREEMENT PROTECT THE SERVICE, ITS OFFICERS, DIRECTORS, OWNERS, AGENTS, CONSULTANTS, ADVISERS, EMPLOYEES, AFFILIATES, ADVERTISERS, DISTRIBUTORS, RESELLERS, SUPPLIERS, PUBLISHERS AND PROMOTERS.
The Service is not responsible for any delay or failure in performance of the Service in whole or in part for any reason including, without limitation: fires, floods, storms, earthquakes, civil disturbances, disruption of telecommunications, transportation, utilities, services or supplies, governmental action, computer viruses, corruption of data, hacker attack, incompatible or defective equipment, software or services or otherwise. Nothing herein enlarges any warranty or diminishes any disclaimer under this Agreement.
NO OUTSIDE CONTACTS.
Because of the uncertainty and lack of uniformity of laws in other jurisdictions (particularly as applied to Internet sites), it is important to agree that our Service operates solely in Arizona (our "Locality"). You are using the Internet as your own agent to access and use our Service from the local Internet point of presence (POP) here in our Locality and you are using the Internet or public carrier as your local agent to take delivery of any information, products or services in our Locality. This means all operations, services, deliveries, performance and contacts of our Service occur solely in our Locality. Our Service does not submit to personal jurisdiction anywhere else and you irrevocably waive any claim to the contrary.
If you violate or exceed the scope of this Agreement or infringe our proprietary rights, you agree we would be irreparably harmed and may (in addition to other relief and without having to post bond) obtain a court order enjoining your from further mischief.
THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE SUBSTANTIVE LAWS OF ARIZONA (USA), WITHOUT REGARD TO CONFLICTS OF LAW PRINCIPLES. YOU AGREE TO INITIATE AND MAINTAIN ANY LEGAL ACTION IN SUCH DESIGNATED STATE/LOCALE AND IRREVOCABLY CONSENT TO EXCLUSIVE PERSONAL JURISDICTION AND VENUE THEREIN. YOU ARE RESPONSIBLE FOR COMPLYING WITH YOUR OWN LOCAL LAWS, WHICH MAY VARY WITH RESPECT TO CERTAIN ACTIVITIES OR PEOPLE (e.g., MINORS). You agree that U.S. District Courts can hear cases involving copyright issues between us. Since we make no warranties and have limited our liabilities, you should have little reason to have a grievance with us. Should you nevertheless bring legal action against us, you irrevocably agree it will be brought and maintained within one (1) year after the claim arises or be barred. As disincentive for unwarranted litigation, you agree that if you sue us and don't win on the merits, you will pay our defense costs, including reasonable legal fees for in-house and outside counsel. If we are required to enforce this Agreement or our rights, you agree it is reasonable to send you legal notices and papers by electronic mail at your stated address (we would also attempt to send you a backup copy by regular mail).
TECHNOLOGY & DATA TRANSFER.
Technology Transfer. The transport of technology, technical data and information across national boundaries is regulated by the U.S. and certain foreign governments. You agree not to directly or indirectly export or re-export any information, software or technology obtained from or through the Service that requires an export license or governmental approval without first obtaining that license or approval. This provision will survive termination of our Agreement.
European Union Residents. If you reside in the European Union (EU) or if any transfer of information between you and our Service is governed by the European Union Data Protection Directive or nationals laws implementing that Directive, then you consent to the transfer of such information outside of the European Union to your country and to such other countries as may be contemplated by the features and activities provided by the Service.
U.S. GOVERNMENT RESTRICTED RIGHTS.
To the extent used by U.S. government personnel: this is a computer data base that constitutes restricted computer software and is provided with RESTRICTED RIGHTS. Use, duplication or disclosure by the Government is subject to restrictions as set forth in the Commercial Computer Software clause at DFARS 227.7202-3 or subparagraphs (c)(1) and (2) of the Commercial Computer Software- Restricted Rights clause at 48 CFR 52.227-19, as applicable. Contractor is New Horizon Holdings, Inc., Scottsdale, AZ 85254.
RELATIONSHIP OF PARTIES.
There are no third party beneficiaries of this Agreement. The parties are independent to one another and are not related by franchise, partnership, employment, joint venture or otherwise. This Service is not a party to any transaction between you and any third party advertisers or suppliers. You will look solely to the third party for all claims regarding their goods, services or information.
RIGHT TO RELY ON INSTRUCTIONS.
The Service may act in reliance upon any instruction, information, document, filing, name, email address or user password that meets the Service's automated criteria or which is believed by the Service's personnel to be genuine. For any password protected areas, the Service may assume a person entering a user name address and associated password is, in fact, that user or is authorized by that user to act on its behalf. The Service may assume the latest email addresses and registration information on file with the Service are accurate and current. When programmed to do so, the Service may take prescribed actions in the absence of receiving proper and complete contrary instructions.
CHANGES TO SERVICE.
We reserve the right to modify, change or discontinue the Service or any feature at any time without notice. You agree that the Service is not liable to you or to any third party as a result of any such action. We invite users to make suggestions for ways that the Service can be improved. If you make a suggestion, you authorize us to use the idea and to publish your name in connection with the submission. We do not pay compensation for using submissions.
Either party may terminate this Agreement in their sole discretion, at any time with or without cause and regardless of the stated registration period otherwise applicable. We reserve the right to suspend or terminate operation of this Service, or any feature of this Service, at any time upon notice. Protections afforded to us and to third parties by this Agreement will survive termination. If this Agreement is suspended or terminated as a result of unauthorized use or infringement of rights to Content obtained from the System, you agree that upon request, you will destroy all copies of such Content in your possession or under your control.
NOTICE TO CALIFORNIA RESIDENTS.
Under California Civil Code Section 1789.3, California residents are entitled to the following specific consumer rights information.
Complaints: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1020 North Street, Suite 501, Sacramento, CA 95814, or by telephone at (916) 445-1254.
This document reflects our entire and exclusive agreement and supersedes all other agreements regarding this subject matter, whether written or verbal. We reserve the right to change this Agreement at any time by posting a new version on the Service. Your continued use of this Service after the effective date of such amendment will constitute your acceptance of it. Any other amendment to this Agreement shall be in a pen-and-ink signed writing, regardless of any course of conduct or trade practice between us. This electronic document or a hardcopy duplicate in good form shall be considered an original document admissible into evidence unless the document's authenticity is genuinely placed in question. We reserve the right to assign this Agreement or delegate responsibility to any third party, including a party acquiring any of our operating assets or ownership interests. All licenses or permissions granted to you by this Agreement are personal in nature and may not be assigned, sublicensed or otherwise transferred and any attempt to the contrary is void. Any provision of this Agreement found by a court to be illegal or unenforceable shall automatically be deemed conformed to the minimum requirements of law and shall thereupon be given full force and effect as so modified. Waiver of a provision in one instance shall not preclude our enforcement of it on future occasions. Headings are for reference purposes only and have no substantive effect.