TERMS & CONDITIONS
Updated January 4th, 2021
1. Acceptance of Agreement.
2. Age Restriction.
You must be at least thirteen (13) years of age to use the Site, and at least eighteen (18) years of age to make a purchase from the Site.
3. Copyright and Service Marks.
The content, organization, graphics, design, compilation, and other matters related to the Site are protected under applicable copyrights, trademarks and other proprietary (including but not limited to intellectual property) rights. The copying, redistribution, use or publication by you of any such matters or any part of the Site is strictly prohibited. You do not acquire ownership rights to any content, document, or other materials viewed through or downloaded from the Site. The posting of information or materials on the Site does not constitute a waiver of any right in such information and materials.
Some company and product names displayed on the Site may be the copyright or trademark property of third parties. Any and all third-party companies and products listed or otherwise mentioned on the Site may be trademarks of their respective owners and are in no way affiliated or associated with Tone Factor, INC. Product names are referenced solely for the purpose of identifying the specific products used in the equipment chain for impulse response capture or used in creating audio and video demos. Use of these names does not imply any cooperation or endorsement.
THE INFORMATION, MATERIALS, PRODUCTS, DOCUMENTS, AND SERVICES FROM OR THROUGH THE SITE ARE PROVIDED "AS-IS", "AS AVAILABLE", WITH "ALL FAULTS", AND ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED (INCLUDING BUT NOT LIMITED TO THE DISCLAIMER OF ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE). THE INFORMATION, MATERIALS, PRODUCTS, DOCUMENTS, AND SERVICES MAY CONTAIN BUGS, ERRORS, PROBLEMS, OR OTHER LIMITATIONS. WE HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF ANY INFORMATION, MATERIALS, PRODUCTS, DOCUMENTS, OR SERVICES. IN PARTICULAR, BUT NOT AS A LIMITATION THEREOF, WE ARE NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LITIGATION, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE NEGATION OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN US AND YOU. THIS SITE AND THE INFORMATION, MATERIALS, PRODUCTS, DOCUMENTS, AND SERVICES PRESENTED WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US THROUGH THE SITE OR OTHERWISE SHALL CREATE ANY WARRANTY, REPRESENTATION OR GUARANTEE NOT EXPRESSLY STATED IN THIS AGREEMENT. THE INFORMATION ON THE SITE OR IN ANY DOCUMENTATION INCLUDED WITH PRODUCTS SOLD ON THE SITE ARE PROVIDED FOR GENERAL INFORMATION PURPOSES ONLY AND DO NOT CONSTITUTE PROFESSIONAL ADVICE. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY AND COMPLETENESS OF ALL INFORMATION AVAILABLE ON THIS SITE OR ANY DOCUMENT OR WEBSITE WITH WHICH IT IS LINKED.
ALL RESPONSIBILITY OR LIABILITY FOR ANY DAMAGES CAUSED BY VIRUSES OR ANY MALICIOUS AND HARMFUL SOFTWARE CONTAINED WITHIN ANY ELECTRONIC FILE OBTAINED FROM THE SITE IS DISCLAIMED. WE WILL NOT BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND THAT MAY RESULT FROM USE OF OR INABILITY TO USE THE SITE.
5. Restrictions and Prohibitions on Use.
You may not (a) copy, print (except for printing of PDF Operations Manuals), republish, display, distribute, transmit, sell, rent, lease, loan or otherwise make available in any form or by any means all or any portion of the Site or any information, materials, products, code, technology, or documents retrieved from it; (b) create compilations or derivative works of any information, materials, products, code, technology, or documents from the Site; (c) use any information, materials, products, code, technology, or documents from the Site in any manner that may infringe any copyright, intellectual property right, proprietary right, or property right of us or any third parties; (d) remove, decompile, disassemble or reverse engineer any Site software or use any network monitoring or discovery software to determine the Site architecture.
You agree to indemnify, defend and hold us harmless from any and all liability, loss, damages, claim, and expense related to your violation of this Agreement or use of the Site and any information, materials, products, or documents obtained from it.
Your right to use the Site is not transferable. Any password or right given to you to obtain information, materials, products, or documents is not transferable.
8. Deleting and Modification.
We reserve the right in our sole discretion, without any obligation and without any notice requirement to you, to edit or delete any documents, information or other content appearing on the Site, including this Agreement.
9. Terms of Sale.
All sales are final. Once a monetary transaction has been initiated you cannot cancel the purchase or receive a refund for the purchase. No cancellations, refunds, exchanges, or credits are offered. Once you have paid for merchandise it is your sole responsibility and obligation to retrieve or abandon it within seventy-two (72) hours. Once our server has verified that you have successfully downloaded your merchandise, we hold no obligation to you in assisting with claims of lost, deleted, or otherwise misplaced downloaded content, either through re-enabling your ability to download the purchased content again or through aiding in finding your downloaded content via a support request.
10. Refusal of Sale.
We reserve the right to refuse any new sale at our sole discretion. If your order was refused your payment will be refunded within sixty (60) days.
12. End User License Agreement.
IMPORTANT, PLEASE READ CAREFULLY. THIS IS A LICENSE AGREEMENT
This LICENSED PRODUCT is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. This LICENSED PRODUCT is licensed, not sold.
End User License Agreement
This End User License Agreement (herein also referred to as "EULA") is a legal agreement between TONE FACTOR, INC & DAVID HISLOP PRODUCTIONS (herein also referred to as "US" or "WE") and you, the end-user (either an individual or single entity, herein referred to as "YOU") with regard to the accompanying files, any associated media, and any "online" or electronic documentation (herein collectively referred to as "LICENSED PRODUCT"), provided with this EULA.
Read this EULA carefully before installing, copying, or otherwise using the LICENSED PRODUCT! By installing, copying, or otherwise using the LICENSED PRODUCT, YOU are agreeing to be bound by the terms of this EULA. If YOU do not agree to the terms of this EULA, WE are unwilling to license the LICENSED PRODUCT to YOU, and YOU are not to install, copy, or otherwise use the LICENSED PRODUCT, and must permanently delete all copies of the LICENSED PRODUCT, whether stored on a computer or on storage media.
This LICENSED PRODUCT (Presets, Profiles, Performances, Patches, Impulse Responses) is available for license solely to LICENSED PRODUCT owners, with no right of duplication or further distribution, licensing, or sub-licensing. IF YOU DO NOT OWN THE LICENSED PRODUCT, THEN DO NOT DOWNLOAD, INSTALL, COPY OR OTHERWISE USE THE LICENSED PRODUCT.
2. Grant of License
WE grant YOU - provided that YOU comply with all terms and conditions of this EULA - a personal, non-exclusive license, with no right to grant sub-licenses, to install and use the copy of the LICENSED PRODUCT provided with this EULA on a single computer. YOU agree that YOU may not copy the written materials accompanying the LICENSED PRODUCT. Modifying, translating, renting, copying, transferring or assigning all or part of the LICENSED PRODUCT, or any rights granted hereunder, to any other persons and removing any proprietary notices, labels or marks from the LICENSED PRODUCT is strictly prohibited. Furthermore, YOU hereby agree not to create derivative works based on the LICENSED PRODUCT in whole or in part.
YOU are allowed to make one copy of the LICENSED PRODUCT in machine-readable form for backup purposes only, provided that this backup-copy includes all copyright and other proprietary notices included with the LICENSED PRODUCT.
The terms of this License Agreement will govern any updates and/or supplements to the LICENSED PRODUCT that WE may provide to YOU unless they are accompanied by a separate license agreement.
This LICENSED PRODUCT (Presets, Profiles, Performances, Patches, Impulse Responses) is licensed, not sold. YOU acknowledge that no title to the intellectual property in the LICENSED PRODUCT is transferred to YOU. YOU further acknowledge that title and full ownership rights to the LICENSED PRODUCT will remain the exclusive property of DAVID HISLOP PRODUCTIONS and YOU will not acquire any rights to the LICENSED PRODUCT, except as expressly set forth in this EULA. All copies of the LICENSED PRODUCT will contain the same proprietary notices as contained in or on the LICENSED PRODUCT. All title and copyrights in and to the LICENSED PRODUCT, the accompanying electronic or printed materials, and any copies of the LICENSED PRODUCT, are owned by TONE FACTOR, INC & DAVID HISLOP PRODUCTIONS. The LICENSED PRODUCT is protected by copyright laws and international copyright treaties. The LICENSED PRODUCT is licensed only to YOU for personal use, the reproduction of non-copyrighted materials, or materials in which YOU own the copyright or YOU are otherwise authorized or legally permitted to reproduce. All rights not expressly granted are reserved by US.
4. Reverse Engineering
YOU agree that YOU will not attempt, and if YOU are a corporation will prevent your employees and contractors from attempting, to reverse compile, modify, alter, translate, or disassemble the LICENSED PRODUCT in whole or in part.
5. Restrictions on Use
YOU may not re-sell, loan, rent, lease, lend, provide via hosting services or peer to peer protocol, or otherwise redistribute the LICENSED PRODUCT in part or in whole. You may not transfer the files over any network or channel them to a third party storage location (including but not limited to email mailboxes and online file storage service hosts) in whole or in part.
6. Transfer of License
YOU may transfer your individual licenses of the LICENSED PRODUCT as granted by US to YOU in whole to another person or entity provided that (a) YOU retain no copies of the LICENSED PRODUCT, including backups of any kind on any form of storage media, (b) the recipient of the transfer accepts the terms and conditions of this EULA, (c) the transfer fee associated with license transfers is paid by either YOU or the transferee, and (d) the license transfer procedure is carried out by US as provided by the service available on the SITE. Any transfer of the LICENSED PRODUCT done outside of this service and its associated fee is done so against the terms set forth in this agreement and subject to permanent termination of grant of license to either party.
7. Disclaimer of Warranties
The LICENSED PRODUCT is provided "AS IS", with "ALL FAULTS", with no warranty of any kind. WE disclaim and make no express or implied warranties and specifically disclaim the warranties of merchantability, fitness for a particular purpose, and non-infringement of third-party rights. WE do not warrant or assume responsibility for the accuracy or completeness of any information, text, graphics, links or other items contained within the LICENSED PRODUCT. WE do not warrant that the functions contained in the LICENSED PRODUCT will meet your requirements or that the operation of the LICENSED PRODUCT will be uninterrupted or error-free. WE ARE NOT OBLIGATED TO PROVIDE ANY UPDATES TO THE LICENSED PRODUCT. We further expressly disclaim any warranty or representation to YOU or to any third party.
8. Limitation of Liability
DAVID HISLOP PRODUCTIONS & TONE FACTOR, INC entire liability and your exclusive remedy under this EULA shall not exceed the price paid for the LICENSED PRODUCT if any. In no event shall WE be liable for any incidental, special, indirect or consequential damages whatsoever, including, without limitation, damages for loss of profits or revenues, loss of data, business interruption or any other commercial damages or losses, arising out of or related to the use or inability to use the LICENSED PRODUCT, however caused, regardless of the territory of liability - contract, tort or otherwise - and even if WE have been advised of the possibility of such damages, or any claim by a third party. WE shall have no liability with respect to the content of the LICENSED PRODUCT or any part thereof, including but not limited to errors or omissions contained therein, libel, infringements of rights of publicity, privacy, trademark rights, business interruption, personal injury, loss of privacy, moral rights or the disclosure of confidential information.
9. No Liability for Consequential Damages
In no event shall WE be responsible or liable for any damages whatsoever (including, without limitation, incidental, direct, indirect special and consequential damages, damages for the loss of profits or revenues, business interruption, loss of business information, damages or costs as a result of loss of time, or other pecuniary loss) arising out of the use or inability to use the LICENSED PRODUCT, even if WE have been advised of the possibility of such damages.
10. Indemnification by YOU
If YOU distribute the LICENSED PRODUCT in violation of this Agreement, YOU agree to indemnify, hold harmless and defend US from and against any claims or lawsuits, including attorney's fees that arise or result from the use or distribution of the LICENSED PRODUCT in violation of this Agreement.
This License Agreement is effective until terminated. All rights given to YOU under this License Agreement will terminate automatically without notice from US if YOU fail to comply with any terms of this Agreement. Upon the termination of this Agreement, YOU shall cease all use of the LICENSED PRODUCT and destroy all copies, full or partial. YOU may terminate this Agreement by giving written
notice to US and destroy all copies of the LICENSED PRODUCT, full or partial. Under any condition of termination, YOU cannot claim any refund from US.
This Agreement will in all respects be governed by United States federal law to the extent applicable and the laws of the State of California. YOU consent to the exclusive jurisdiction of federal and state courts of California to resolve any action arising out of or related to this Agreement. The parties agree not to contest venue as appropriate in Redding, California. The parties waive any right to trial by jury.
All remarks, suggestions, ideas, notes, concepts and other information you may send to us (collectively, "Submissions") shall be deemed and shall forever remain our sole property and shall not be subject to any obligation of confidence on our part. Without limitation, we shall be deemed to own all known and hereafter existing rights of every kind and nature regarding the Submissions and shall be entitled to unrestricted use of the Submissions for any purpose, commercial or otherwise, without compensation to the provider of the Submissions. You acknowledge that you are responsible for whatever material you submit, and you, not us, have full responsibility for the message, including its legality, reliability, appropriateness, originality, and copyright.
14. Links to Third Party Websites.
The Site contains links to other websites. All rules, terms and conditions, other policies (including but not limited to privacy policies) and operating procedures of third-party linked websites will apply to you while on such websites. We are not responsible for the content, accuracy or opinions express in such websites, and such websites are not investigated, monitored or checked for accuracy or completeness by us. Inclusion of any linked website on our Site does not imply approval or endorsement of the linked website by us. This Site and the third-party linked websites are independent entities and neither party has authority to make any representations or commitments on behalf of the other. If you decide to leave our Site and access these third-party linked sites, you do so at your own risk. We accept no liability to you for the contents of and/or information on any third party website, and have no liability to you for any loss or damage you may suffer as a result of viewing a third party website linked from our site.
15. Linking to the Site.
You may provide links to the Site, provided (a) that you do not remove or obscure, by framing or otherwise, any portion of the Site (including but not limited to the copyright notice), (b) your site does not engage in illegal activities, and (c) you discontinue providing links to the Site immediately upon request by us.
This Agreement shall be treated as though it were executed and performed in Redding, California and shall be governed by and construed in accordance with the laws of the State of California (without regard to conflict of law principles). Any cause of action by you with respect to the Site (and/or any information, materials, products, documents, or services related thereto) must be instituted within one (1) year after the cause of action arose or be forever waived and barred. The language in this Agreement shall be interpreted as to its fair meaning and not strictly for or against any party. Any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in interpreting this Agreement. If any provision of this agreement is held illegal, invalid or unenforceable for any reason, that provision shall be enforced to the maximum extent permissible, and the other provisions of this Agreement shall remain in full force and effect. If any provision of this Agreement is held illegal, invalid or unenforceable, it shall be replaced, to the extent possible, with a legal, valid, and unenforceable provision that is similar in tenor to the illegal, invalid, or unenforceable provision as is legally possible. To the extent that anything in or associated with the Site is in conflict or inconsistent with this Agreement, this Agreement shall take precedence. Our failure to enforce any provision of this Agreement shall not be deemed a waiver of such provision nor of the right to enforce such provision. Our rights under this Agreement shall survive any termination of this Agreement. The title, headings and captions of this Agreement are provided for convenience only and shall have no effect on the construction of the terms of this agreement.