Sonifly® Website Terms of Use

Welcome to the Sonifly® website located at ("Site"), provided by J.W. Pepper & Son, Inc®. ("Pepper"). The following terms of use ("Terms") govern your use of this Site and any related websites operated by Pepper, whether you are a casual visitor or a purchaser of our services or products. By accessing, viewing, or using the content, materials, or services available on or through this Site, you indicate that you have read and understand these Terms, that you agree to them and intend to be legally bound by them. If you do not agree to these Terms, you are not granted permission to use this Site and must exit immediately. This Site must not be used by children under 13. Pepper may suspend or terminate your ability to use the Site or any services on the Site for failure to comply with these Terms, for providing Pepper with untrue or inaccurate information about yourself, for infringement upon Pepper's proprietary rights, or for any other reason whatsoever or for no reason. Accordingly, Pepper authorizes the accessing, viewing, or using of the content, materials, or services available on or through this Site for personal, noncommercial purposes only in accordance with these Terms.

1. Registration and Use of the Site

The Site may, from time to time, allow you to register in order to access certain content, services, products or benefits, including engaging in commercial transactions with other users or vendors, making a purchase, entering promotions on the site, completing surveys, subscribing to our newsletter and setting up an email alert (a "Member"). As part of such registration process, you must click to agree to these Terms, and may be required to provide Pepper with certain information about yourself including some types of personally identifying information such as your name, mailing address, email address, phone number or credit card information. You are fully responsible for your account, including use of the account by any third party and maintaining the confidentiality of your user name and password, and any and all acts or omissions that occur through the use of your password and account. You may not transfer or share your account with anyone and we reserve the right to immediately terminate your account if you do transfer or share your account. You may terminate your account at any time by contacting us at info@sonifly.com. By registering with the Site, you represent that all information provided in such registration forms is true and accurate and that you will maintain and update this information as required in order to keep it current, complete and accurate.

2. Proprietary Rights

As between any user and Pepper, Pepper owns or licenses all data, content, graphics, forms, artwork, images, photographs, functional components, audio clips, video clips, sound clips, software and software concepts, cover art, music notation, score excerpts, biographical information, sheet music, digital download and documentation and other material on, in or made available through the Site ("Site Material"), as well as the selection, coordination, arrangement, and organization and enhancement of the Site Material. All Site Material is protected pursuant to United States copyright, trademark, patent and other applicable laws. You may print and download portions of material from the different areas of the Site solely for your own internal, non-commercial use, provided you do not to remove or alter any copyright notice or any other proprietary notice on any Site Materials. As between any user and Pepper, all names, trademarks, service marks, certification marks, symbols, slogans or logos appearing on the Site are proprietary to Pepper or its affiliates, licensors, or suppliers. Use or misuse of these trademarks is expressly prohibited and may violate federal and state trademark law. Under no circumstances will you have any rights of any kind in or to the Site or the trademarks, other than the right to use the Site in accordance with these Terms.

3. Unauthorized Activities

You agree that you will not use the Site for: (a) any illegal or unauthorized purposes that violate any laws (including import, export and copyright laws); (b) modifying, adapting or hacking into the Site or for modifying another website so as to falsely imply that it is associated with Pepper; (c) uploading, posting, hosting, or transmitting unsolicited email, SMSs, "spam" messages, worms or viruses or any code of a destructive nature; (d) contacting any other user of the Site who has requested not to be contacted; (e) stalking or harassing anyone; (f) posting irrelevant User Content (as defined below) or otherwise imposing an unreasonable or excessively great amount of User Content on the Site; or (g) attempting to gain unauthorized access to Pepper's computer system or engaging in any activity that interferes with the performance of, or impairs the functionality of the Site or any services provided through the Site. You further agree not to modify, distribute, copy, exchange, disseminate, archive, reproduce, transmit, publicly display, publicly perform, broadcast, retransmit, publish by hard copy or electronic means, adapt, edit, compile or create derivative works of the Site Material or otherwise use the Site Material in any way for any purpose without prior written approval from Pepper. You may not frame, capture, harvest, or collect any part of the Site or Site Materials without Pepper's prior written consent. You acknowledge and agree that the unauthorized use of the Site Material could cause irreparable harm to Pepper and that in the event of such unauthorized use, Pepper shall be entitled to an injunction in addition to any other remedies available at law or in equity.

4. Submissions; Materials Submitted to the Site

Pepper does not accept unsolicited ideas about new product, advertising, marketing or packaging ideas, concepts or improvements ("Ideas"). If you provide Pepper with any Ideas, such Ideas shall be considered non-proprietary and non-confidential, and shall become the exclusive property of Pepper, which may or may not use the Ideas for any purpose. The marketing staff of Pepper and its consultants may very well be considering an identical or similar Idea. The purpose of this policy is to avoid confusion about the ownership of new concepts and ideas.

The Site may allow you to contribute content, information, text, files, graphics, personal listings, messages, postings, and other materials and information for access, use, and commentary by other users to the Site ("User Content"). For the avoidance of doubt, Ideas shall not be User Content. Upon your submission of User Content or other material or information to Pepper, you grant Pepper a worldwide, perpetual, non-terminable, irrevocable, transferable, license to access, use, distribute, perform, reproduce, display, modify, create derivative works based upon, and sublicense, and to permit others to access, use, distribute, perform, reproduce, display, modify and create derivative works based upon the User Content, all without any compensation to you whatsoever.

Failure to comply with these Terms, including any rules posted on the Site pertaining to User Content, may result in immediate removal of any User Content. By posting User Content, you represent that you have the full legal right to provide the User Content and that use of the User Content by the Site and all other persons and entities will not: (a) infringe any intellectual property rights of any person or entity or any rights of publicity, personality, or privacy of any person or entity, including as a result of your failure to obtain consent to post personally identifying or otherwise private information about a person; (b) violate any law, statute, ordinance, or regulation; (c) be defamatory, libelous or trade libelous, unlawfully threatening, or unlawfully harassing; (d) impersonate any person or entity or falsely state or otherwise imply an affiliate with a person or entity or is generally false, deceptive, misleading, deceitful, misinformative or constitutes a "bait and switch"; (e) be obscene, pornographic, or indecent; (f) violate any community or Internet standard; (g) introduce any viruses, Trojan horses, worms, time bombs, cancelbots, or other computer programming routines that damage, detrimentally interfere with, surreptitiously intercept, or expropriate any system, data or personal information, or that facilitate or enable such or that are intended to do any of the foregoing; (h) constitute misappropriation of any trade secret or know-how; or (i) constitute disclosure of any confidential information owned by any third party.

5. Third Party Web Sites and Content

Parties other than Pepper may provide content on the Site. Additionally, the Site contains links to other websites for the convenience of users. Use of the Site and the Site Materials and any other material or content on and made available through the Site is entirely at your own risk. Pepper does not recommend and expressly disclaims any responsibility for the content, the accuracy of the information, or quality of products or services provided by or advertised on third party sites or the transactions you conduct or enter into with third parties. Your use of third parties' websites is at your own risk, and subject to the terms and conditions of such other websites. Pepper does not endorse any product, service, or treatment provided on a third party website or advertised on the Site.

6. Privacy Statement

Any personal information that you provide to Pepper on the Site is subject to its Privacy Statement. For more information, click here to view the Privacy Statement, which is incorporated into these Terms by reference, as if set forth fully herein. Please be advised that the confidentiality of any communication or material transmitted to Pepper via the Site or email cannot be guaranteed, including, for example, personal information such as your address or name. Alternatively, you may contact Pepper by regular mail at 191 Sheree Blvd Exton, PA 19341 or by telephone at 610-648-0500.

7. Disclaimer

All content on the Site, including the Site Material and User Content, are intended for educational and entertainment purposes only. Without limiting anything else in these Terms or otherwise, Pepper is not responsible for any errors or omissions in the Site, Site Material or User Content, and Pepper is not responsible for any errors or omissions in the Site, Site Material User Content. Pepper, its subsidiaries, consultants, and affiliates are not responsible for and do not guarantee the accuracy or completeness of any Site Material, User Content, links, advertisements or other items contained within the Site. Pepper reserves the right to immediately remove or change any Site Material or User Content for any reason or for no reason. Pepper cannot and does not review all communications made on or through the Site, but, although not obligated to, may, at any time, with or without notice and in its sole discretion, review, verify, make changes to or remove any User Content, Site Material, the Site or the products or services made available in connection with the Site, including the registration information or profile information of a Member, or information posted to any blog, messaging or ratings features which may be on the Site. You agree that you must evaluate and bear all risks associated with the use of Site Material or User Content and that you may not rely on such Site Material or User Content.

THE SITE, THE SITE MATERIALS AND USER CONTENT AND MATERIALS ON, IN, AND MADE AVAILABLE THROUGH THE SITE, AND THE PRODUCTS, SERVICES, INFORMATION AND OTHER MATERIALS ON AND IN AND MADE AVAILABLE THROUGH THE SITE ARE MADE AVAILABLE "AS IS" AND "WITH ALL FAULTS." USE OF THE SITE IS ENTIRELY AT YOUR OWN RISK.

PEPPER AND ITS LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES, AND DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, WITH RESPECT TO THE SITE, THE USER CONTENT, THE SITE MATERIALS, THE PRODUCTS, SERVICES, INFORMATION AND OTHER MATERIALS ON AND IN AND MADE AVAILABLE THROUGH THE SITE, EXPRESS OR IMPLIED, WRITTEN OR ORAL, ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, NON-INTERFERENCE, QUALITY, TITLE, AND NON-INFRINGEMENT. THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, COMPLETENESS AND EFFORT WITH REGARD TO ANY AND ALL USER CONTENT, THE SITE, THE SITE MATERIALS, AND THE PRODUCTS, SERVICES, INFORMATION AND OTHER MATERIALS ON AND IN AND MADE AVAILABLE THROUGH THE SITE, IS WITH YOU.

Certain statements contained in this Site may constitute forward-looking statements. Such forward-looking statements involve a number of known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Pepper to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Pepper undertakes no obligation to update any forward-looking statements contained on this Site.

8. Liability

PEPPER AND ITS LICENSORS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, EXTRA-CONTRACTUAL, OR PUNITIVE DAMAGES OF ANY KIND WHATSOEVER, INCLUDING LOST REVENUES OR LOST PROFITS, WHICH MAY OR DOES RESULT FROM THE USE OF, ACCESS TO, OR INABILITY TO USE THE SITE, THE USER CONTENT, THE SITE MATERIALS, THE PRODUCTS, SERVICES, INFORMATION AND OTHER MATERIALS ON AND IN AND MADE AVAILABLE THROUGH THE SITE, REGARDLESS OF LEGAL THEORY, WHETHER OR NOT YOU OR PEPPER HAD BEEN ADVISED OF THE POSSIBILITY OR PROBABILITY OF SUCH DAMAGES, AND EVEN IF THE REMEDIES OTHERWISE AVAILABLE FAIL OF THEIR ESSENTIAL PURPOSE. UNDER NO CIRCUMSTANCES WILL THE TOTAL LIABILITY OF PEPPER AND ITS CONSULTANTS AND LICENSORS TO YOU OR ANY OTHER PERSON OR ENTITY IN CONNECTION WITH, BASED UPON, OR ARISING FROM THE SITE, USER CONTENT, THE SITE MATERIALS ON, IN, AND MADE AVAILABLE THROUGH THE SITE, OR THE SERVICES, INFORMATION, OR PRODUCTS OFFERED IN CONNECTION THEREWITH EXCEED THE AMOUNT PAID BY YOU TO PEPPER FOR SERVICES AND PRODUCTS PURCHASED THROUGH THE SITE DURING THE PRECEDING THREE MONTHS. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IF ANY PART OF THIS LIMITATION ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN THE TOTAL LIABILITY OF PEPPER AND ITS LICENSORS SHALL NOT EXCEED TEN DOLLARS ($10) AND SHALL OTHERWISE BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW. If you are dissatisfied with the Site, or with any of these Terms, or feel Pepper has breached these Terms, your sole and exclusive remedy is to discontinue using the Site.

9. Indemnification

You shall indemnify Pepper and its directors, officers, employees, agents, contractors and licensors ("Pepper Indemnitees") against all claims, actions, suits, and other proceedings ("Claims") arising out of or incurred in connection with the Site and your use of the Site or products or services obtained through the Site, your fraud, violation of law, negligence, willful misconduct, or any other use of the Site, the User Content, the Site Materials, the products, services, information and other materials on, in and made available through the Site, (except to the extent attributable to Pepper), or any breach by you of these Terms and shall indemnify and hold Pepper Indemnitees harmless from and against all judgments, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees and attorneys' disbursements) arising out of or incurred in connection with such Claims. You may not settle any Claim without the prior written consent of Pepper. Pepper or its licensors may assume the defense of any Claim, at your sole cost and expense, and you shall cooperate in all reasonable respects in such defense. You shall have the right to employ separate counsel in any Claim and to participate in the defense thereof. If Pepper or its licensors do not notify you that it elects to undertake the defense thereof, you shall have the right to defend the Claim with counsel reasonably acceptable to Pepper, subject to the right of Pepper to assume, at its sole cost and expense, the defense of any Claim at any time prior to the settlement or final determination thereof.

10. Third Party Rights

The provisions regarding use of the Site and the provisions regarding Indemnification are for the benefit of Pepper and its officers, directors, employees, agents, licensors, suppliers, and any third party content providers to the Site. Each of these individuals or entities may be afforded by Pepper the right to assert and enforce those provisions directly against you on its own behalf.

11. Internet Security

Pepper uses reasonable efforts to ensure that the Site is generally available. However, there will be occasions when access to the Site will be interrupted or unavailable. Pepper will use reasonable commercial efforts to minimize such disruption where it is within Pepper's reasonable control. You agree that we shall not be liable to you for any modification, suspension or discontinuance of the Site. You understand that the technical processing and transmission of any Site content may be transferred unencrypted and involve: (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. We offer the use of a secure server and transmit sensitive credit information via Secure Socket Layer (SSL) technology encrypted into our payment gateway provider's database, only accessible by those authorized with special access rights to such system. However, please be advised that we do not guarantee that any information sent from the Site will be secure during transmission, nor can we guarantee the confidentiality of any communication or material transmitted to Pepper via the Site or the Internet, including, for example, personal information such as your name, address, or credit card information.

12. Complaint Procedures

If you believe that any content or postings on this Site violates your intellectual property or other rights, please send to our designated agent at: info@sonifly.com or to Dawn Fenstermacher, 191 Sheree Blvd Exton, PA 19341, a comprehensive detailed message setting forth the following information: (a) your name and the name of your company, if any; (b) your contact information, including your e-mail address; (c) the nature and substance of your complaint, the specific rights at issue, and your basis for making the complaint, including the content or posting that is objectionable; and (d) the following statement with your signature: "The statements, representations, and assertions made in this message are true, complete, and accurate and I have the full legal authority to make each and every such statement, representation, and assertion and to make and be granted any demand made in this message."

You acknowledge and agree that upon receipt of a notice of a claim of copyright infringement, we may immediately remove the identified materials from the Site without liability to you or any other party and that the claims of the complaining party and the party that originally posted the materials will be referred to the United States Copyright Office for adjudication as provided in the Digital Millennium Copyright Act.

13. Changes to These Terms

Pepper reserves the right at any time to modify, alter or update these Terms. Your use of the Site following any changes means that you agree to follow and be bound by the terms as changed. Any change to these Terms shall be effective as to any visitor who has visited the Site before the change was made. It is the obligation of users visiting the Site before the change to learn of changes to the Terms since their last visit. Pepper reserves the right to terminate your access to this Site with or without notice in the event that you violate these Terms, or for any other reason whatsoever or for no reason, in which case all provisions necessary for Pepper to enforce its rights hereunder shall survive termination.

14. Governing Law and Jurisdiction

These Terms represent the entire agreement between you and Pepper with respect to the subject matter hereof, and supersede any and all prior and contemporaneous written and oral representations, understandings, and agreements, express and implied, and will be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, without reference to its conflict of law rules; PROVIDED, HOWEVER, THAT THE TERMS OF ANY APPLICABLE LAW NOW OR HEREAFTER ENACTED THAT IS BASED ON, DERIVED FROM, SIMILAR TO, OR CONNECTED WITH THE UNIFORM COMPUTER INFORMATION TRANSACTIONS ACT DRAFTED BY THE NATIONAL CONFERENCE OF COMMISSIONERS ON UNIFORM STATE LAWS SHALL NOT APPLY EXCEPT TO THE EXTENT THAT THE LAW EXPRESSLY PROHIBITS ALTERATION BY THESE TERMS OF THE APPLICABILITY OF ONE OR MORE SECTIONS OF THE LAW. By accessing, viewing, or using the services, content, or materials on the Site, you consent and agree to: (a) the exclusive jurisdiction of the federal and state courts located in Pennsylvania; (b) accept service of process by personal delivery or mail; and (c) irrevocably waive the right to trial by jury and any jurisdictional and venue defenses otherwise available.

15. Miscellaneous

The Site is controlled and operated from within the United States. Without limiting anything else, Pepper makes no representation that the Site, Site Materials, User Content, products, services, information or other materials available on, in, or through the Site is appropriate or available for use in other locations, and access to them from territories where they are illegal is prohibited. Those who choose to access the Site from other locations do so on their own volition and are responsible for compliance with applicable laws. The waiver or failure of Pepper to exercise in any respect any right provided hereunder shall not be deemed a waiver of such right in the future or a waiver of any of other rights established under these Terms. Headings used in these Terms are for reference only and shall not affect the interpretation of these Terms. No person or entity not party to this agreement will be deemed to be a third party beneficiary of these Terms or any provision hereof. Pepper may assign its rights and duties under these Terms to any party at any time without notice to you. When used herein, the words "includes" and "including" and their syntactical variations shall be deemed followed by the words "without limitation."

Updated: May 25, 2011

Copyright © 2014 J.W. Pepper & Son, Inc.; All rights reserved.