DISTRIBUTOR LOGIN SERVICE ACCOUNT REGISTRATION AND USE AGREEMENT
The terms and conditions in this agreement (“TERMS OF SERVICE”) together with the TERMS OF SALE
and BM AUDIO DISTRIBUTOR GENERAL TERMS
, including any future revisions, additions and any other document that BM AUDIO designates to incorporate into those agreements, set forth the entire terms and conditions that govern your (“USER”) account (“ACCOUNT”) registration, access and use of the DISTRIBUTOR LOGIN SERVICE, which operates from the website located at the domains www.bmaudio.com
, owned and operated by BM Audio Labs, Inc., Proline Industries Limited, and Megavox Corporation Limited. You warrant that you have fully read this agreement (“AGREEMENT”), the TERMS OF SALE
and BM AUDIO DISTRIBUTOR GENERAL TERMS
before submitting the USER ACCOUNT registration form to BM AUDIO. Proceeding to complete the submission of the same form to BM AUDIO shall be construed as your acceptance of the TERMS OF SERVICE, TERMS OF SALE
and BM AUDIO DISTRIBUTOR GENERAL TERMS
In these TERMS OF SERVICE:
means BM Audio Labs, Inc., Proline Industries (HK) Limited, Megavox Corporation Limited, and any affiliated companies of BM AUDIO Labs, Inc. including direct or indirect holding and subsidiaries of BM AUDIO Labs, Inc. (collectively or individually as applicable);
means either an individual or entity, if that individual or entity has been authorized to act as a wholesaler or retailer, including those that act as importer, value added dealer, reseller, buyer, broker or resale partner for a selection of BM AUDIO PRODUCTS, and with whom BM AUDIO has entered into a separate, written agreement authorizing the DISTRIBUTOR to purchase from BM AUDIO for resale to customers in a specified TERRITORY of the DISTRIBUTOR;
means the DISTRIBUTOR LOGIN SERVICE area and all the information contained therein available reserved exclusively for registered USERS to access located within the SITE;
means information submitted by USER or other USERS of the D.L.S. or SITE whether voluntarily or otherwise, which may include graphic images, digital photographs, video clips, music clips, illustrations, drawings, text, opinions or commentary;
means the BM AUDIO products listed for sale by BM AUDIO or Sellers on this SITE;
means BM AUDIO or the authorised dealers of the PRODUCTS who sell PRODUCTS and PRODUCT SERVICES on the SITE;
means any functions, facilities, applications, information or other services offered by BM AUDIO or a partner of BM AUDIO available through the D.L.S.;
means the images, texts, forms, artworks, technical documents, inventory reports, product information or catalogues, client software package and product software updates available in the D.L.S. which may or may not be downloaded by USER or provided for general viewing or other application;
shall mean all, or any of the BM AUDIO public websites currently located at: www.bmaudio.com
, www.bmaudiolabs.com, www.boschmann.com
“TERMS OF SERVICE“
means the terms and conditions in this entire AGREEMENT;
“USER(S)“ , “You” , “you“ , “Your” , “your”
means any person who accesses or uses this SITE or the D.L.S., with or without BM AUDIO's authorisation and whether or not you are registered to use this or part of this SITE or a member or registered USER of a SERVICE offered through this SITE.
- This registration page is for BM AUDIO authorized DISTRIBUTORS only. Use this registration if you are a wholesaler or a retailer of BM AUDIO. If you have never purchased any BM AUDIO PRODUCTS before, please do not attempt to register or create an account here. If you have, and you are a BM AUDIO DISTRIBUTOR, but unsure of your account type that you can register, please refer to the following table, or contact BM AUDIO for assistance:
||Your BM AUDIO supplier is/was
||a local wholesaler
||Purchases of BM AUDIO products within past 12 months (minimum)
||Your customers (no less than 50%)
||wholesalers / retailers
3. USER SUBMISSIONS TO D.L.S.
- Please provide complete and accurate information for all required fields in order for your account to be verified for approval. The applicant warrants that all information submitted in the Account Registration form is true, completely accurate and can be supported with documentation or purchase records of all PRODUCTS you purchased on request by BM AUDIO.
, and other applicable terms and conditions provided by BM AUDIO which must be observed and followed by USER. USER may view, download or upload information materials within the D.L.S. solely for distribution of BM AUDIO products, business activities with BM AUDIO, and personal or non-commercial use, provided that USER does not modify or alter the materials in any way, nor delete or change any copyright or trademark notice. All material in the D.L.S. is provided for lawful purposes only. None of the information in the D.L.S. may be copied, distributed or transmitted in any way for commercial use without first obtaining the express written authorization consent of BM AUDIO. BM AUDIO reserves full ownership of intellectual property rights in any materials uploaded or downloaded from the D.L.S.
The D.L.S. may contain inaccuracies and typographical errors. BM AUDIO does not warrant the accuracy or completeness of the materials provided in the D.L.S. herein or the reliability of any advice, opinion, statement or other information displayed or distributed through the D.L.S. USER acknowledges that any reliance on any such opinion, advice, statement, or information shall be at USER’s sole risk. BM AUDIO reserves the right, in its sole discretion, to correct any errors or omissions in any portion of the D.L.S. as they are discovered or reported to BM AUDIO. BM AUDIO may make changes to the D.L.S., at any time without notice. This AGREEMENT operates to the fullest extent permissible by law. If any provision of this AGREEMENT is unlawful, void or unenforceable, that provision is deemed severable from this AGREEMENT and does not affect the validity and enforceability of any remaining provisions. THE D.L.S. AND YOUR USE THEREOF SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE HONG KONG SPECIAL ADMINISTRATIVE REGION, WITHOUT REGARD TO ITS CONFLICT OF LAW PROVISIONS. YOU AGREE TO SUBMIT TO THE EXCLUSIVE JURISDICTION OF THE COURTS LOCATED IN HONG KONG TO RESOLVE ANY DISPUTE ARISING OUT OF YOUR USE OF THE D.L.S. YOU HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE ANY RIGHTS YOU MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING, BUT NOT LIMITED TO, ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS BM AUDIO, ITS AFFILIATED COMPANIES, SUBCONTRACTORS AND OTHER PARTNERS, AND THEIR RESPECTIVE OFFICERS, AGENTS, PARTNERS AND EMPLOYEES, HARMLESS FROM ANY LOSS, LIABILITY, CLAIM, OR DEMAND, INCLUDING, BUT NOT LIMITED TO, REASONABLE ATTORNEYS' FEES, MADE BY ANY THIRD PARTY DUE TO OR ARISING OUT OF YOUR USE OF THIS WEBSITE, YOUR BREACH OF THIS AGREEMENT, YOUR VIOLATION OF ANY RIGHTS OF ANOTHER OR ANY CONTENT THAT YOU POST OR OTHERWISE SUBMIT ON, THROUGH OR IN CONNECTION WITH THE D.L.S. OR THIS SITE.
5. ACCESS AND USE OF THE D.L.S.
By accessing, browsing or downloading any part of the D.L.S., submitting or posting or uploading any CONTENT to the D.L.S., or any other use of it part thereof, whether as a registered USER or an unregistered visitor, you agree to comply with these TERMS OF SERVICE and all relevant applicable laws. If your access to the D.L.S., this SITE, or to any part of it, or to any SERVICES is subject to the payment of a subscription fee, BM AUDIO may deny or suspend access in the event of late or non- payment of any fee due. If you do not agree to these TERMS, please refrain from using the D.L.S.
USER is responsible for obtaining the relevant hardware and software equipment and paying all telephone (or other network) charges necessary to access and use this SITE and the D.L.S.
Access to this SITE or to the D.L.S. may be limited to a maximum number of times and/or duration in a given period of time. This site or certain parts of this site may contain adult or mature content. To access and view such content, USER must represent that he or she is at least 18 years old. If USER permits children to access and view this D.L.S., USER is responsible for supervising such access and determining which CONTENT or SERVICES may be appropriate for children and which may not. Note that through this SITE or certain parts of the D.L.S. it may be possible for children to make available publicly personal information relating to themselves.
USER agrees not to access the D.L.S. by any means other than through the Login (Sign in) interface that is provided by the SITE for use in accessing the D.L.S.
6. OTHER TERMS AND RULES
. Where this D.L.S. or part of this SITE contains rules, guidelines, codes of conduct, further terms or other directions may be notified to USER, and USER agrees also to comply with such rules, guidelines, codes of conduct, terms and directions.
as may be updated from time to time.
If you do not agree to any of these TERMS OF SERVICE (or any such other rules, guidelines, codes of conduct, terms and directions), please refrain from applying for the ACCOUNT registration for the D.L.S.
7. SUBSCRIPTION OR CHARGE-BASED SERVICES AND SOFTWARE
Some or all SOFTWARE and/or SERVICES available on or via this D.L.S. may be available conditioned on your purchase of a subscription or payment of a charge, which will be specified to you.
If you elect for subscription-based SOFTWARE/SERVICES and send BM AUDIO a subscription application, you represent and warrant that you are at least 18 years old, that all data that you submit is true and accurate (including without limitation your credit card number and expiration date), and you agree to pay all applicable subscription fees you incur plus all applicable taxes.
You may cancel your subscription to any fee-based content and/ or services by contacting BM AUDIO (subject to any applicable minimum notice or initial contract period and to any applicable terms regarding availability/unavailability of refunds for unused periods).
Except where expressly provided in other applicable terms, where subscription fees, access charges or other fees including one-off charges are charged in respect of Services or access to, or download of content from, this SITE (Fees), Fees shall be payable by USERS in advance at the time, by the means of payment and at the rates stipulated by BM AUDIO.
Where charged, Fees are subject to change at any time. BM AUDIO will make commercially reasonable efforts to inform USER who subscribe for Fee-based SOFTWARE and/or SERVICES of any such changes in advance.
Where USER elects via or in connection with this SITE to download or receive SOFTWARE and/or SERVICES for which Fees are payable (such as, without limitation, marketing devices, advertising artwork files, firmware programs or other SOFTWARE), USER represents and warrants that his or her access/receiving device supports such download/receipt and that it is compatible with the format of the requested SOFTWARE and/or SERVICES. After download/sending of such SOFTWARE and/or SERVICES (1) Fees paid in advance shall not be refunded, and (2) subject to any express limitations, you may save the SOFTWARE and/or SERVICES on the destination device for which it was intended but you are strictly prohibited from saving it elsewhere, editing or modifying it, copying, distributing or forwarding it to third parties or allowing third parties to access it.
The provisions of these TERMS OF SERVICE relating to SERVICES and/or SOFTWARE (as defined below) shall also apply to any such sent/uploaded CONTENT.
8. USER INFORMATION AND LOGGING ON/OFF
To post, upload or download materials, communicate via and to access this D.L.S., SERVICES, resources and certain or all site SOFTWARE (defined below), USER may be asked to provide registration details and log-in (log-on). It is a condition of use of this D.L.S., SERVICES and SITE SOFTWARE that all registration details USER provide are and will remain true, correct, current and complete.
You agree to notify BM AUDIO immediately of any changes which are relevant to your registration. Notification should be made to the address or e-mail address for BM AUDIO given on this SITE or in this registration application form.
If BM AUDIO reasonably believes the details are not correct, current, or complete, or if BM AUDIO otherwise reasonably believes such action would be appropriate (including where it suspects the registration of multiple ACCOUNTS/USER profiles by the same individual), it has the right to refuse USER’s access to the D.L.S., and/or any of its resources, SERVICES and CONTENT, and to terminate or suspend USER’s ACCOUNT (if any).
Where you log-in (log-on) to gain access to this D.L.S. or a part of this SITE, where BM AUDIO provides a ‘Log-off’, ‘Log-out’, ‘Sign-out’, ‘exit’ (or similar) option, you undertake to log-off and exit from your ACCOUNT at the end of your session. BM AUDIO reserves the right to log-off logged on USERS whose ACCOUNTS are inactive for an extended period of time. If one of the SERVICES you access via this D.L.S. is access to the internet itself (e.g. ISP Service), when you are connected, in order to preserve quality of SERVICE for our USERS as a whole BM AUDIO reserves the right (1) to disconnect you from the SERVICE if your connection to the SERVICE is idle or in any event after 15 minutes or such other time limit as we choose in our reasonable discretion, and/or (2) to limit the total number of USERS connected to the SERVICE at any one time and/or the length of time for which a USER may be connected in one session.
9. PASSWORD AND ACCOUNT DETAILS
USER is responsible for maintaining the confidentiality of his or her password, ACCOUNT number, ID and other details (if any) and for all activities under USER's account. Any unauthorised use of USER's ACCOUNT or other breach of security should be reported to BM AUDIO immediately. Your registration and/or subscription is personal to you and you may not disclose or make available your USER name, ID or password to others. Any disclosure by you of your ACCOUNT name and password may result in termination of your registration and/or subscription and, where you register for fee/subscription-based SERVICE, such termination shall be without refund and may be subject to additional charges based on unauthorised use.
10. CHANGES TO SITE AND TERMS
The Sellers and/or third party providers may make improvements and/or changes in D.L.S., PRODUCTS, SERVICE, or SOFTWARE at any time with or without notice. If the need arises, BM AUDIO may suspend access to the D.L.S., or close it indefinitely. Any of the SOFTWARE, SERVICES or material on the SITE may be out of date at any given time, and BM AUDIO is under no obligation to update any such material.
BM AUDIO may amend these TERMS OF SERVICE at any time. BM AUDIO may provide reasonable notice of changes to these TERMS OF SERVICE by displaying notices on this SITE or through other communication means. USERS who access this D.L.S. or SITE after changes have been posted on the SITE or otherwise communicated, shall be bound by such changes from the date that is set out in such notices or otherwise communicated. Frequent review of this SITE and these TERMS is therefore recommended. If you do not agree to any amendment, please refrain from using the D.L.S. or this SITE.
11. PERMITTED AND PROHIBITED USES OF D.L.S.
Any other use of the SOFTWARE or CONTENT including reproduction for purposes other than those noted above, modification, distribution, transmission, downloading of site content (other than page caching), republication or reverse engineering - without the prior written consent of BM AUDIO - is prohibited (except to the extent such prohibition is prohibited by applicable law). Without limitation, permission to use SOFTWARE or CONTENT does not include - resale or commercial use or distribution of SOFTWARE or CONTENT - collection and use of any PRODUCT, support or service listings, descriptions, or prices - derivative use of this SITE or D.L.S. SOFTWARE or CONTENT (including framing) - downloading or copying of account information for the benefit of another merchant - any use of data mining, robots, or similar data gathering and extraction tools – any use of SOFTWARE or CONTENT on any other website, server or networked computer environment – or any use of SOFTWARE or CONTENT which suggests an association with BM AUDIO, or PRODUCTS, support or SERVICES, except as expressly provided by written agreement from BM AUDIO.
12. COPYRIGHT – OWNERSHIP OF SOFTWARE AND CONTENT
BM AUDIO does not transfer title to (i.e. ownership of) any SOFTWARE downloaded or CONTENT uploaded or used by USER. All SOFTWARE and CONTENT, including its selection and arrangement, is owned by BM AUDIO and/or their SOFTWARE and technology providers and is protected by copyright and other laws. Limited permission to use SOFTWARE and CONTENT (for the purposes stated in the preceding section) is specifically conditioned on USER's recognition, observance and retention of all copyright, trade mark and other proprietary notices in SOFTWARE and CONTENT, and all proprietary and other intellectual property rights of BM AUDIO and/or SOFTWARE and CONTENT and technology providers, located in D.L.S. USER shall not have any ownership rights in any e-mail address, URL or other personal identifier that may be allocated to, or chosen by, him or her for the purposes of any SERVICES or PRODUCTS available through this D.L.S. and USER's limited rights to use such identifier/address shall continue only for so long as USER's registration/USER ACCOUNT remains valid for access to this D.L.S. or the relevant SERVICE. After termination of such validity by BM AUDIO for any reason, BM AUDIO shall be free to use and/or allocate to other USERS any such identifier/ address.
“BM AUDIO“, “BMBOSCHMANN”, “BOSCHMANN” and the stylised oval-shaped “BM” logo are registered trademarks of BM Audio Labs, Inc. All trademarks, logos, website addresses, PRODUCT or model names or derivations that describe the trademarks of BM AUDIO, their PRODUCTS, support or SERVICES or that contain the word “BM AUDIO“ that are included in site SOFTWARE or CONTENT (together, “BM AUDIO TRADEMARKS“) are trademarks and/or the property of BM AUDIO. Any list of BM AUDIO TRADEMARKS on D.L.S. or on this SITE is periodically updated but shall not be taken as an all-inclusive list of BM AUDIO TRADEMARKS (or other).
Any use of BM AUDIO TRADEMARKS or permutations thereof (except as expressly authorised by BM AUDIO in writing) is strictly prohibited.
Other PRODUCT and company names mentioned in D.L.S. or this SITE may be the trademarks of their respective owners.
14. USER CONTENT – UPLOADED OR PROVIDED INFORMATION AND MATERIAL
In these TERMS, CONTENT is information or other content which is provided to BM AUDIO whether submitted or uploaded by you or other USERS via the D.L.S., the SITE or related means, any form of information such as (including without limitation) pictures, video and other images, audio materials, graphics, document or data files, information relating to natural and other persons, messages, e-mail and other communications, files, texts, opinions, personalisation settings and other information.
By your uploading CONTENT to this D.L.S. you are sending or making available CONTENT to other USERS or BM AUDIO and BM AUDIO’s partners and DISTRIBUTORS, pursuant to or by reason of D.L.S., SERVICES or SITE SOFTWARE use or otherwise, and you automatically grant (or warrant that the owner of such CONTENT) expressly granted BM AUDIO and their designees a perpetual, royalty-free, irrevocable, and non- exclusive right and license to use (including commercial use and exploitation), copy, sub-licence, reproduce, modify, adapt, publish, translate, publicly perform, display and distribute CONTENT (including any ideas, concepts, know-how or techniques contained therein), and create derivative works from and incorporate CONTENT (or any part thereof) into any form, medium, or technology now known or later developed throughout the world. In addition, USER warrants that it has the rights necessary to grant such licence and that all so-called “moral rights“ in any USER CONTENT have been waived. All your CONTENT will be considered non-confidential, not subject to any use restrictions and no CONTENT will be subject to any obligation of confidence on BM AUDIO's part.
15. PROHIBITED AND RESTRICTED CONTENT
15a. Inappropriate postings or communications
BM AUDIO prohibits the transmission, distribution, dissemination, uploading, posting, submission, sharing and storage on, via or through use of this D.L.S. (together, uploading) of CONTENT which it considers (in its sole discretion) to be inappropriate or distasteful.
Such inappropriate or distasteful CONTENT includes (without limitation) communications with – mischievous, pornographic, profane, sexist, homophobic, defamatory, deceptive, vulgar, obscene or offensive content – ethnic, racist or religious slurs or derogatory epithets – advocating of violence, hate or unlawful activity – depictions of property destruction or human or animal abuse, child pornography or sexually suggestive poses – advertisements, surveys and contests – price-sensitive information relating to publicly listed securities - and material that could give rise to any civil or criminal liability under any laws.
BM AUDIO prohibits the downloading or use of SOFTWARE or transmission of CONTENT with a primary or secondary purpose or effect – to counterfeit BM AUDIO PRODUCTS, deceive the public, sell, distribute or promote pirated BM AUDIO goods, firearms, weapons or controlled substances, make-money-fast schemes, pyramid or chain letters, spam, fraudulent or otherwise criminal offers – to register another email address other than your own – to distort auctions or other markets (including publicly quoted securities markets) - to threaten or harass others – to disrupt discussions or to create a false identity for the purpose of misleading others – to convey sexual requests from, for or to a minor – to make racial slurs or comments – to impersonate any person or misrepresent your affiliation with any person or entity.
USER shall not advertise or offer to sell or buy any goods or services for any business purpose, unless the relevant D.L.S. administrator or SERVICE specifically permits this.
15b. Materials protected by copyright and other intellectual property rights
BM AUDIO prohibits the uploading of CONTENT that contains music, software, images (still or moving), literary or artistic works or other material protected by intellectual property laws (or that may infringe others’ intellectual property rights), unless the USER owns or controls the exclusive rights thereto or has received all required consents (which the USER warrants if such content is uploaded). BM AUDIO prohibits the uploading of actual or suspected copyrighted materials, the use of which is unauthorised, or counterfeit materials.
15c. Personal Information
Except for personal information of a USER submitted by that USER for registration and/or ACCOUNT opening purposes or (if applicable) personal information relating to other natural persons known to a USER for inclusion in that USER's online address book, BM AUDIO prohibits the uploading of any CONTENT which discloses personal or private information concerning any individual or entity, including telephone number(s), e-mail or physical addresses, USER account numbers, passwords and financial information.
Where personal information relating to, or images of, another natural person are uploaded by a USER for inclusion in that USER's online address book, photo album (or for any other purpose), the USER warrants that such person (the data subject) has given his or her consent to such submission and to the data processing that this involves and any other usage of such CONTENT contemplated by these TERMS OF SERVICE or on this SITE.
15d. Spam and upload of destructive materials
All forms of 'spam' or junk e-mail, including uploading or sending multiple unsolicited submissions to different discussion groups, mailing lists, and all activities that facilitate spam, are prohibited on or via this D.L.S. and SITE. By way of liquidated damages, you agree to pay BM AUDIO ten (10) United States dollars ($10) for each item of 'spam' sent through your ACCOUNT in breach of these TERMS OF SERVICE.
BM AUDIO prohibits the uploading of computer programs, files and other materials that contain destructive or disruptive features such as viruses, corrupted files, 'hidden' files (such as image files with audio files embedded), worms, trojan horses, or bots for the use of scrolling, showing multiple screens, and other activities that can be disruptive to SITE integrity or D.L.S. functioning or online communication generally.
16. REVIEW OF D.L.S. MATERIAL BY BM AUDIO
Through this D.L.S., BM AUDIO merely offers a 'venue' for USERS to access certain specified SOFTWARE, CONTENT, SERVICES, Utilities and/or information (collectively “D.L.S. Material”). BM AUDIO cannot and does not undertake to screen, review, edit, censor or otherwise filter or control D.L.S. Material or the behaviour of USERS including any material found on the SITE.
17. NO LIABILITY - CONTENT AND D.L.S. USE
The D.L.S. Material, information and opinions (which may include CONTENT) included and/or expressed in or on D.L.S. (or via any other means of accessing D.L.S.) are not necessarily those of (or endorsed by) BM AUDIO or related entities. All D.L.S. Material should be considered expressions of opinion only and not statements of fact. BM AUDIO, the other Sellers and any related entities disclaim all liability and responsibility arising from any reliance placed on such D.L.S. Material, information or opinions by any USER or by anyone who may be informed of their contents.
You understand that whenever you release personal or other information online - for example, via submission of CONTENT, e-mails, messaging applications, chat rooms and other forms - that information can be collected and used by people you do not know. While BM AUDIO makes all reasonable commercial efforts to protect your personal information and privacy, it cannot guarantee the security of any information you disclose online. You make such disclosures at your own risk. Except in relation to personal information submitted by a USER for the purposes of registration or opening or updating that USER's account (in relation to which BM AUDIO makes all reasonable commercial efforts to protect your privacy), BM AUDIO and our partners shall not be liable in respect of (and disclaim all liability in relation to) information or CONTENT submitted to an area of the D.L.S. designated as (or expected to be) a private, personal or limited access area of the SITE which becomes available to persons other than you who submitted the information or CONTENT. Similarly, BM AUDIO and our partners shall not be liable in respect of (and disclaim all liability in relation to) any non-availability of CONTENT submitted to an area of the D.L.S. or SITE designated as a public area of the SITE or other pages where USERS other than you who submitted the CONTENT may gain access to such CONTENT.
Neither BM AUDIO nor our partners are under any obligation to become involved in any dispute that you have with other USERS or in any incident that you are party to with other USERS, or that are affected by or otherwise related to this D.L.S. or SITE.
BM AUDIO and our partners disclaim all liability relating to any D.L.S. Material, including any error, virus, defamation, libel, obscenity or inaccuracy contained in any USER CONTENT, whether or not arising under the laws of copyright, libel, privacy or otherwise, any prohibited CONTENT and any other D.L.S. Material.
BM AUDIO and our partners disclaim all liability for unauthorised use (by other USERS) of your CONTENT, and disclaim (without limitation) all liability for use of your CONTENT which breaches any copyright, trade mark rights or other intellectual property rights belonging to you, or any other USER or person.
You are solely responsible for any damage (including to D.L.S. Material) resulting from use (or submission) of any CONTENT or the SITE (including disputes and incidents described in the preceding sections) and related transactions or occurrences.
18. STORAGE AND LOSS OF CONTENT
Where BM AUDIO provides ACCOUNT facilities, SERVICES, e-mail or other services via this D.L.S. involving the provision of computer storage space, or in relation to other relevant SERVICES, BM AUDIO reserves the right to impose and vary limits and/or restrictions (temporary or otherwise) on the use of the D.L.S., including, without limitation, limits on the storage provided by reference to storage space (e.g. a maximum total limit and/or a maximum per file/e-mail size limit), time/age of files (e.g. e-mails older than 180 days), number and/ or size of files (e.g., a maximum number of e-mails that may be sent from, stored within or received by your ACCOUNT), amount of data down- or uploaded or any other criteria BM AUDIO may specify. Without limiting the following paragraph, material which exceeds any such limit may be deleted or not accepted for such storage. USERS may not on-sell any storage space offered through this D.L.S. or the SITE.
BM AUDIO shall not be liable for any loss, deletion, removal or failure of delivery to the intended recipient of CONTENT uploaded to this D.L.S., whether caused by computer virus, unauthorised access or otherwise. USERS are encouraged to retain a back-up copy of all CONTENT and USERS undertake that they shall do so in respect of all uploaded CONTENT. BM AUDIO reserves the right to deny access to this D.L.S. and delete CONTENT at any time without notice.
19. NO WARRANTIES – SOFTWARE, SERVICES AND CONTENT
BM AUDIO, its partners and all other persons involved in creating, producing, hosting or delivering the SERVICES, SOFTWARE or CONTENT shall not be liable for any direct, indirect, special, incidental, consequential or punitive damages, including in respect of loss of data, loss of profit, business interruption or time incurred or damages of any other nature (including arising out of negligence and other torts) that result from the use of, or the inability to use, SERVICES, SOFTWARE or CONTENT, even if BM AUDIO or an authorised representative has been advised of the possibility of such damages.
Applicable law may not permit the liability exclusions in this section in all cases. The liability exclusions in this section apply only to the maximum extent permitted by applicable law.
In no case will BM AUDIO's liability for damage and loss (whether in contract, negligence, tort or otherwise) exceed the amount United States dollars (100) one hundred. Nothing in these TERMS OF SERVICE shall exclude BM AUDIO's or its partners’ liability for death or personal injury arising from BM AUDIO's or any of BM AUDIO partners’ negligence.
Subject to Clause 18, BM AUDIO warrants that it will manage the SOFTWARE, SERVICES and CONTENT with reasonable care and skill and substantially as described in this agreement. BM AUDIO does not make any other warranties about the SOFTWARE, SERVICES or content in the D.L.S.
• BM AUDIO gives no warranty that SOFTWARE, SERVICES or CONTENT is appropriate, available or permitted for use in all locations, that it is virus-free or as to its interoperability with any hardware, software or content or as to USER's ability through this D.L.S. to access or interact with any other service providers, networks, USERS, or informational or computing resources through the internet. Those who access this D.L.S. and use D.L.S. Material and/or SERVICES are responsible for compliance with all applicable law and regulations.
•Although BM AUDIO has attempted to verify the accuracy, reliability and currency of all D.L.S. Material (other than USER CONTENT), BM AUDIO gives no warranty as to the accuracy of any statements in the D.L.S.
• BM AUDIO gives no warranty that functions, SOFTWARE, SERVICES or CONTENT available through and other USER interactions within the D.L.S. will be constantly available, uninterrupted, secure or error-free, that defects will be corrected or that this D.L.S. or the server that makes it available are free from viruses or other harmful components. BM AUDIO and our partners assume no responsibility, and are not liable for, any damage to (or loss of data from), or viruses that may infect, your computer equipment or other property on account of your access to, or use of this D.L.S. including downloading any images, SOFTWARE or other software or CONTENT. If use of the D.L.S. SOFTWARE, SEVICES or CONTENT results in the need for servicing, repair or correction in equipment or data, USER assumes all costs in that regard.
BM AUDIO is not liable to you (or any other parties) for:
•any loss of income, business or profits, or loss or corruption of or damage to data:
Nothing in these TERMS OF SERVICE shall exclude or limit BM AUDIO's liability for (i) fraud; (ii) death or personal injury caused by BM AUDIO's negligence; or (iii) liability which may not be excluded or limited under any applicable law.
20. TRANSACTION WITH THIRD PARTIES
Where it is possible for USERS to transact through this D.L.S. (or any linked site) with a third party (including other USERS or a service provider or PRODUCT seller) who is not BM AUDIO, such transaction shall be (and any rights and obligations shall arise) solely between you and the third party.
21. SOFTWARE DOWNLOADS AND ONLINE APPLICATIONS – RESTRICTIONS AND DISCLAIMERS
Any drivers, software, programs (including all upgrades and updates), browser plug-ins, peripherals and other applications, computer based services or utilities, any software made available to USERS in connection with, or to facilitate access to, this D.L.S. and all files and images, incorporated in or generated by software, programs and other materials available for download, or as a remote application or service, from the D.L.S. SOFTWARE (“Utilities“) are provided by way of support and service to USERS. Title to (i.e. ownership of) Utilities (whether downloaded or not) is not transferred to USERS and is owned (as to all intellectual property rights therein) by BM AUDIO, its partners or the relevant licensors.
USER's use of any Utilities shall be governed also by the TERMS of any associated on- or off- line documents, end user licence or other relevant agreements, and terms and conditions specified by the relevant vendor or licensor (EULA) (which shall supersede these TERMS OF SERVICE, in the case of any inconsistency with these TERMS OF SERVICE). Where no EULA accompanies a Utility, the Utility is licensed to you on a single-user, non-transferable, non-exclusive, revocable basis.
Utilities may be used only as specified in the applicable EULA. USER may not reproduce, copy, rent, lease, reverse engineer, decompile or sell Utilities, except to the extent expressly permitted by the EULA or by applicable law. Unauthorised use of Utilities violates copyright and other intellectual property rights and BM AUDIO or the relevant licensor (as appropriate) reserves all rights.
BM AUDIO does not give any warranty with regard to the accuracy or reliability of the results or output that derives from the use of Utilities. BM AUDIO does not accept any responsibility for loss of data or damage caused by the installation or use of any of the downloaded Utilities, or give any other warranty, or accept any liability whatsoever with respect to Utilities.
BM AUDIO recommends that USERS (and USERS warrant that they shall) always create and retain a copy of all data in hardware (with or in which Utilities will be installed or used) before installing or using any Utilities.
BM AUDIO does not (except as specifically stated in an applicable EULA, if at all) offer support or assistance in using, installing or maintaining any Utilities, or resolving issues or problems that may occur as a result of using or installing Utilities.
You acknowledge that the Utilities, and any accompanying documentation and/or technical information, may be subject to applicable export control laws and regulations. You agree not to export or re-export the Utilities, directly or indirectly, in breach of any such laws or regulations.
Applicable EULAs may impose additional warranty and liability exclusions or limitations on Utilities.
The downloading of any Utility constitutes acceptance of these TERMS OF SERVICE. If you do not agree with these TERMS OF SERVICE, you may not download any Utility or accompanying online documentation.
22. PERSONAL INFORMATION, PRIVACY AND COOKIES
By submitting information via this D.L.S. or any related ACCOUNT registration process:
You consent to the processing of data personal to you, such as your name and title, address, telephone number, contact details and other personal details ("Personal Data"), in accordance with the terms notified in the "Personal Data" (or similarly entitled) part of the registration/data input form or telephone registration process for this D.L.S.
You acknowledge that the processing of your Personal Data is necessary and/or desirable for the personalisation of your visit to this D.L.S. and/or the granting and controlling of access to this D.L.S. or parts thereof to registered USERS or paying subscribers and you consent to such processing.
In certain circumstances BM AUDIO may seek additional personal information such as photocopies of identification documents or credit cards for example for identity verification or fraud prevention purposes. Where such additional information is submitted to BM AUDIO in connection with this D.L.S., it shall also be regarded as "Personal Data".
BM AUDIO may share, make available or transmit Personal Data to other departments and divisions in BM AUDIO and its partners and (subject to BM AUDIO's PRIVACY STATEMENT
and strict compliance with applicable data protection laws) overseas. BM AUDIO will not disclose Personal Data to entities and persons, other than BM AUDIO’s partners, except in the cases below.
Personal Data may be used to enable (1) the performance of contracts you are party to or for other purposes specified in these TERMS OF SERVICE or in the "Personal Data" (or similarly entitled) part of the registration/data input form or telephone registration process for this site; or (2) compliance with legal obligations to which BM AUDIO or any of its partners is subject.
Personal Data may be used to enable us to provide services for or on behalf of, or at the direction of, BM AUDIO or its partners. In such cases, BM AUDIO takes measures to ensure that they comply with BM AUDIO's PRIVACY STATEMENT and that such recipients (1) do not use Personal Data other than for the purposes permitted; (2) obtain and process Personal Data only on condition that they secure that Personal Data from unauthorised use and adopt and comply with similarly stringent policies and terms on Personal Data protection and use; and (3) comply strictly with applicable laws.
Where Personal Data is provided in connection with transactions connected with this D.L.S. involving payments (such as payment for subscriptions), BM AUDIO may transmit Personal Data for credit/fraud probability assessment agencies or authorities who are otherwise involved in crime prevention, in order to process the acceptability of your tendered credit card or other payment methods or to combat crime, and/or to credit card and other payment processing agencies. Personal Data transmitted to those 3P's may need to be transferred to the United States of America or other places outside the European Economic Area, for processing and related purposes. Some agencies have advised that transmitted Personal Data will also be used to generate credit, risk or fraud possibility assessments for BM AUDIO and other third parties with whom you may enter into transactions.
BM AUDIO may use, process and disclose without restriction any anonymous or generic data (including statistics) in which you cannot be identified.
You may request BM AUDIO to inform to whom Personal Data has been communicated of corrections or deletions to that Personal Data. If BM AUDIO does not have control of that Personal Data, BM AUDIO will use its reasonable efforts to communicate your corrections and deletion requests. However, where Personal Data has been transferred to credit card payment and certain other agencies for payment processing, you may need to contact such agencies directly if you wish Personal Data transferred to those agencies to be rectified or deleted. BM AUDIO cannot assume, and excludes all, responsibility for rectifying or deleting Personal Data which has been transferred (with your consent) to certain agencies such as credit or fraud probability assessment, and payment processing agencies, who require and/or assume control of that data. BM AUDIO accepts no liability for any incorrect credit or other assessments generated by such 3P's, or any other consequences (including adverse credit ratings) of Personal Data disclosed and used as contemplated in the "Personal Data" (or similarly entitled) part of the registration/data input form or telephone registration process for this D.L.S., and these TERMS.
By accessing this D.L.S., USER accepts and agrees that BM AUDIO, its partners or its service providers may send cookies (small pieces of data placed on your hard disk drive when you access a website or a certain part of a website) to your computer or other access device in order to personalise your visit to this SITE and/or to learn more about your use or browsing habits while visiting this SITE. The cookie may contain personal information about you and may be a persistent or single session cookie.
USER shall indemnify BM AUDIO, its partners and their officers, agents, employees and service providers and hold them harmless in respect of all losses, costs, proceedings, damages, expenses (including reasonable legal costs and expenses) or liabilities howsoever incurred by any of them as a result of any claim by a third party resulting from a breach or non-observance by USER of any prohibition, or restriction on USER's activities in relation to this D.L.S. contained in these TERMS OF SERVICE, or of any undertaking, representation or warranty of USER contained in these TERMS OF SERVICE and in relation to any claim by any person in respect of matters, responsibilities or obligations that have been disclaimed by BM AUDIO under these TERMS OF SERVICE.
Without limitation to the generality of the above indemnity, USER releases, indemnifies and holds harmless BM AUDIO, its partners and their officers, agents, employees and service providers (who disclaim liability) in respect of claims, liabilities, costs (including legal fees), expenses, demands and damages (direct, indirect or consequential) of any nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, howsoever incurred by any of them arising out of or in any way related to:
•any prohibited or restricted CONTENT uploaded by USER or any use of this D.L.S. by USER (including prohibited or restricted site use by USER);
•any loss, deletion, removal, corruption or publication of CONTENT uploaded by USER; or
•any unauthorised use of USER's account or compromise of USER ACCOUNT security through a failure to maintain the secrecy of USER ACCOUNT passwords or other security details, and all related occurrences.
25. HYPERTEXT LINKING TO AND FROM D.L.S.
You must seek and obtain the written consent from BM AUDIO before creating any link to this D.L.S. Deep linking is strictly prohibited. All authorised links to this D.L.S. must be to the home page of the SITE, and must make it clear that this D.L.S. and the SOFTWARE and CONTENT are distinct from the website containing the link and must make it clear that this D.L.S. and SITE is owned and/or operated by BM AUDIO.
BM AUDIO may provide, or third parties (with consent as above) may provide, hypertext links to and/or from other internet websites or resources. The inclusion of such links in this website is for convenience only and does not imply endorsement by BM AUDIO of the other website or any association with the operators of that site. BM AUDIO encourages discretion when browsing its or external websites and resources. Some websites may contain or link USERS to websites containing information that may be considered inappropriate or offensive. External websites may send their own cookies to USERS, collect data and/or solicit personal information.
USER's visiting of any external websites via links from this site is entirely at USER's own risk.
BM AUDIO has not confirmed the accuracy or reliability of any information in external websites or resources linked or accessed via this D.L.S., or which link to BM AUDIO's SITE or D.L.S. BM AUDIO shall not be responsible or liable for any content, advertising, products, support, services or other materials on or available from such external websites or resources. BM AUDIO shall not be responsible for the accuracy, copyright compliance, legality or decency of material contained in external websites or resources. BM AUDIO shall not be responsible for, and disclaims all warranties, express and implied, as to, the accuracy, validity, legality, copyright compliance, decency or otherwise of any materials or information contained in external websites or resources. BM AUDIO shall not be liable, directly or indirectly, for any damage or loss caused or allegedly caused by the use of or reliance on any content, products, support or services available on or through any external websites or resources.
Without limiting the above, BM AUDIO does not make any representations or warranties as to the security of any information (including credit card and other personal information) a USER might be requested to give any third party through linked websites and USER waives any claim against BM AUDIO with respect to such matters.
25. ACCOUNT TERMINATION
Where a subscription or other fee is payable by USER in respect of access to and use of this D.L.S. or a SERVICE, USER must inform BM AUDIO in writing (or by other expressly authorised means) of his or her desire to terminate the subscription. In the absence of any express contrary provision relating to USER's ability to terminate or the period for termination, USER shall be entitled to terminate a subscription SERVICE upon giving BM AUDIO at least one full calendar months' notice of such termination.
BM AUDIO may terminate USER's access to or registration for this D.L.S. if USER's ACCOUNT is not accessed or if USER does not log-on during any period of 3 months or more (or such other period designated by BM AUDIO).
BM AUDIO also reserves the right to terminate USER's access to this D.L.S. and/or its ACCOUNT in BM AUDIO's discretion at any time without cause (subject to the refund of any amounts paid in advance by USER in respect of such access in accordance with the applicable terms). In such circumstances, BM AUDIO will make commercially reasonable efforts to send notice of termination to USER at their last notified contact address or e-mail address.
On termination, USER must cease use of, and destroy all copies of SOFTWARE and CONTENT it holds from accessing and using the D.L.S. and BM AUDIO may remove and/or delete all such USER's CONTENT, except where a perpetual licence has been granted by BM AUDIO to use certain D.L.S. SERVICE, SOFTWARE or CONTENT in return for a fee which has been paid. Without limiting BM AUDIO's general freedom to delete, or deny access to, USER CONTENT for any reason, following termination BM AUDIO shall have no obligation to maintain any USER CONTENT or to forward any messages to you or any third party.
Without prejudice to the disclaimers and liability limitations in these TERMS OF SERVICE, no claim or action against BM AUDIO or its partners may be brought by any person in relation to or arising out of this D.L.S. unless such claim or action is commenced and notified to BM AUDIO in writing within one (1) year after the date the cause of action first arose.
USERS, BM AUDIO partners and DISTRIBUTORS are not authorised to vary any of these TERMS OF SERVICE. Nothing said by any sales or customer relations person on behalf of BM AUDIO should be understood as a variation of these TERMS OF SERVICE or as an authorised, legally binding representation about this D.L.S. or the nature or quality of PRODUCTS or Services displayed or other SERVICES, SOFTWARE or CONTENT. The headings in these TERMS OF SERVICE are for convenience only and shall have no effect on the construction of this Agreement.