Welcome to soundboks.com, website of SOUNDBOKS Inc. (“SoundBoks,” “we,” or “us”).
Conflicting or deviating terms and conditions only apply if SoundBoks has expressly agreed to them in writing.
Use of our Site
This Site Agreement is a contract between you and SoundBoks. You must read and agree to these terms before using the Site. If you do not agree, you may not use the Site. You may use the Site only if you can form a binding contract with SoundBoks, and only in compliance with this Site Agreement and all applicable laws and regulations.
Any use or access to the Site by anyone under 16 years is strictly prohibited and in violation of this Site Agreement.
The Site is not available to any Users previously removed from the Site by SoundBoks.
Subject to the terms and conditions of this Site Agreement, you are hereby granted a non-exclusive, non-transferable, non-sublicensable, freely revocable license to use the Site for your personal, non-commercial use only and as permitted by the features of the Site.
SoundBoks reserves all rights not expressly granted herein in the Site and the SoundBoks Content (as defined below).
SoundBoks may terminate this license at any time for any reason or no reason.
Your SoundBoks account may give you access to the services and functionality that we may establish and maintain from time to time and in our sole discretion. You may never use another User’s account without permission. When creating your account, you must provide accurate and complete information, and you must keep this information up to date. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. We encourage you to use “strong” passwords (passwords that use a combination of upper and lower case letters, numbers and symbols) with your account.
You must notify SoundBoks immediately of any breach of security or unauthorized use of your account that you become aware of.
SoundBoks will not be liable for any losses caused by any unauthorized use of your account.
You agree not to engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Site in any medium, including without limitation by any automated or non-automated “scraping”; (ii) using any automated system, including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Site in a manner that sends more request messages to the SoundBoks servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser (except that SoundBoks grants the operators of public search engines revocable permission to use spiders to copy publically available materials from our websites for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (iii) transmitting spam, chain letters, or other unsolicited email; (iv) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Site; (v) taking any action that imposes, or may impose an unreasonable or disproportionately large load on our infrastructure; (vi) uploading invalid data, viruses, worms, or other software agents through the Site; (vii) collecting or harvesting any personally identifiable information, including account names, from the Site; (viii) using the Site for any commercial solicitation purposes; (ix) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; (x) interfering with the proper working of the Site; (xi) accessing any content on the Site through any technology or means other than those provided or authorized by the Site; or (xii) bypassing the measures we may use to prevent or restrict access to the Site, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Site or the content therein.
We may, without prior notice, change the Site; stop providing the Site or features of the Site, to you or to Users UseOfSitely; or create usage limits for the Site. We may permanently or temporarily terminate or suspend your access to the Site without notice and liability for any reason, including if in our sole determination you violate any provision of this Site Agreement, or for no reason. Upon termination for any reason or no reason, you continue to be bound by this Site Agreement.
You are solely responsible for your interactions with other SoundBoks Users. We reserve the right, but have no obligation, to monitor disputes between you and other Users.
SoundBoks shall have no liability for your interactions with other Users, or for any User’s action or inaction.
Our Proprietary Rights
The Site and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and User content belonging to other Users (the “SoundBoks Content”), and all intellectual property rights related thereto, are the exclusive property of SoundBoks and its licensors. Except as explicitly provided herein, nothing in this Site Agreement shall be deemed to create a license in or under any such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any SoundBoks Content. Use of the SoundBoks Content for any purpose not expressly permitted by this Site Agreement is strictly prohibited.
You may submit comments or ideas about the Site, including without limitation about how to improve the Site or our products (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place SoundBoks under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, SoundBoks does not waive any rights to use similar or related ideas previously known to SoundBoks, or developed by its employees, or obtained from sources other than you.
SoundBoks cares about the integrity and security of your personal information. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
Third-party Links and Information
Additionally, your dealings with or participation in promotions of advertisers found on the Site, including payment and delivery of goods, and any other terms (such as warranties) are solely between you and such advertisers. You agree that SoundBoks shall not be responsible for any loss or damage of any sort relating to your dealings with such advertisers.
You agree to defend, indemnify and hold harmless SoundBoks and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your violation of any term of this Site Agreement; (ii) your violation of any third-party right, including without limitation any right of privacy or intellectual property rights; (iii) your violation of any applicable law, rule or regulation; (iv) any content that is submitted via your account including without limitation misleading, false, or inaccurate information; or (v) any other party’s access and use of the Site with your unique username, password or other appropriate security code. This does not apply if you are not responsible for the facts that caused the indemnity according to (i) to (v) above.
The Site is provided free of charge and on an “as is” and “as available” basis. The Site is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, or non-infringement. Without limiting the foregoing, SoundBoks does not warrant that the content on the Site is accurate, reliable or correct; that the Site will meet your requirements; that the Site will be available at any particular time or location, uninterrupted or secure; that any defects or errors will be corrected; or that the Site is free of viruses or other harmful components. We shall only be liable for any defects of the Site and content on the Site where we have fraudulently concealed the defect and/or where we have assumed a respective guarantee.
Limitation of liability
To the extent not explicitly stated otherwise in sec. 6, we are liable only in cases of intent and gross negligence and in all other cases subject to statutory mandatory liability, in each case according to the statutory regulations. In all other respects, our liability is excluded. Where our liability is restricted or excluded according to the provisions above, this shall also apply to the personal liability of our statutory representatives, employees and vicarious agents as well as for direct damages, indirect damages and subsequent damages (e.g. loss of data, damage to your hardware or software, disruption of operations, loss of profit).
For the avoidance of doubt, the above limitations of liability shall only apply to your use of the Site in general but not to the Webshop, which is governed by separate terms and conditions (see Section II.).
Scope of Application
The following terms and conditions (“Webshop Agreement”) govern the purchase of goods by you in our Webshop (“Webshop Agreement”, together with the Site Agreement the “Agreements”).
In case you purchase goods in the Webshop this Webshop Agreement applies in addition to the Site Agreement (see Section I). In case of conflicts between the Webshop Agreement and the Site Agreement the terms of the Webshop Agreement shall prevail.
Conclusion of Contract
The presentation of our line of products in the Webshop does not represent a binding contractual offer. In sending us an order, you make a binding contractual offer. A contract with you comes into being when we confirm your order by e-mail.
The contract is concluded subject to our supplier supplying us correctly and promptly; this proviso applies only when we have concluded a congruent transaction with the supplier and are not responsible for any incorrect delivery or failure to deliver.
The contract is also concluded subject to you ordering goods in quantities usual for households. The quantity usual for households is exceeded by orders per customer per month of more than [9 (nine) units]. Orders exceeding quantities usual for households can only be handled by us directly.
If you are a consumer you shall be entitled to a right of revocation in accordance with the statutory provisions, of which SoundBoks provides more detailed information below. Consumer in this sense and in the sense of this Webshop Agreement is any natural person who buys the goods for a purpose which can predominantly not be attributed to her/his commercial or self-employed professional activity.
Terms of Payment and Delivery Costs
Prices for our goods derive from the prices stated in the Webshop on the respective day of ordering. All prices are given in United States Dollars and include the statutory value-added tax.
In addition to the purchase price, the delivery costs stated in our Webshop (if any) on the respective day of ordering are also due.
There is only a right to set-off with claims that have been confirmed by a final and binding court decision, are uncontested or acknowledged by SoundBoks. You can only exercise a right of retention if the counterclaim is based on the same contractual relationship.
In case you purchase a gift card in the Webshop the following regulations shall apply.
No shipping costs apply to gift cards, as they will be e-mailed to the e-mail address that you provided during the ordering process. Gift cards will be e-mailed to the desired recipient after you have placed the order and paid the amount due, which is the value of the gift card. SoundBoks is not responsible for sending a gift card to a non-existent or wrong e-mail address. It is your sole responsibility to provide for the correct e-mail address of the desired recipient, which can be you or a third party.
Gift cards can be redeemed in the Webshop by entering the individual code of the respective gift card in the designated field during the ordering process. If you do not use the full value of a gift card for one order, the remaining value can be used for further orders. In case the total amount due under an order exceeds the value of the gift card, the remaining part of the amount due must be paid via one of the available payment methods in the Webshop.
Gift cards remain valid until the underlying claim for requesting the value of the respective gift card for paying orders placed in the Webshop of the gift cards becomes time-barred in accordance with applicable law.
SoundBoks is not responsible in case a gift card is stolen, resold, destroyed, lost or used for purchases in the Webshop without your permission.
Gift cards cannot be returned or redeemed for cash, except where required by law.
Delivery and Passing of risk
Delivery of goods is only possible in areas which are individually stated in the Webshop.
Delivery time for goods in stock amounts to 2 to 6 (two to six) working days from receipt of payment. For goods not in stock or in case there are unusual order peaks, longer waiting times may occur. For this eventuality, we reserve the right to extend the delivery time to 3 (three) calendar weeks from receipt of payment. The customer will receive a confirmation dispatch via E-mail.
We reserve the right to make partial deliveries to the customer when reasonable. Higher costs resulting from partial deliveries will be borne by us.
The risk of delayed delivery passes to the customer once the goods have been surrendered to the person designated to implement the delivery. If the customer is not a consumer, the same applies to the risk of destruction, loss or deterioration of the item of goods as well as to the risk of loosing consideration (Preisgefahr).
Retention of Title
In contracts with consumers, we retain title to the item of goods delivered until payment of the purchase price and the delivery costs has been received in full for the respective item of goods. In contracts with entrepreneurs, this proviso applies to all payments resulting from the business liability with the respective entrepreneur.
You are entitled to resell the goods under normal trading conditions. You assign to us as of now all debts to the sum of the final invoice amount (including value-added tax) of the claim for remuneration which arise for you from the resale. After this assignment, you remain authorized to collect the debt. Our power to collect the debt ourselves remains unaltered by this. However, we undertake to refrain from collecting the debt as long as you meet the payment obligations from the collected revenues, do not delay payment and have not filed an application to open insolvency proceedings, or payments have ceased. If, however, this is the case, we may demand that you declare assigned debts and their debtors, gives all information required for collection, submit all associated documents, and notifies the third parties of the assignment.
While the retention of title exists, the item of goods may not be pledged or transferred by way of security. The customer is obliged to inform us of every pledge, damage or other loss of the item of goods immediately.
You shall be entitled to the statutory warranty rights, unless otherwise regulated below.
SoundBoks shall provide warranty for defects of the goods at your choice either by eliminating the defect or delivering goods free of defects (so-called “Supplementary Performance”). Before asserting other warranty claims, SoundBoks shall be given reasonable opportunity and time to perform such Supplementary Performance. SoundBoks can refuse the type of Supplementary Performance chosen by you in case it is only possible with disproportionate costs.
If the Supplementary Performance fails, you can reduce the price according to statutory provisions (Minderung) or withdraw from the contract (Rücktritt) according to your choice. The right to withdrawal is excluded if the delivered goods deviate only insignificantly from the agreed quality or if the contractual or normal use of the Products is only insignificantly impaired.
Limitation of Liability
SoundBoks shall be liable to you for the breach of essential contractual obligations - these are obligations the breach of which endangers the achievement of the purpose of the contract or the fulfilment or which makes the proper execution of the contract possible in the first place and on the observance of which the customer may regularly rely - (so-called “Cardinal Obligations”). Insofar as the breach of the Cardinal Obligations was only slightly negligent and did not lead to an injury to your life, body or health, the liability shall be limited in amount to the typical foreseeable damage.
SoundBoks shall also be liable to you (i) in accordance with the provisions of the Product Liability Act, (ii) in cases of intent and gross negligence, (iii) for injury to life, body or health, (iv) if SoundBoks assumes a guarantee and (v) in all other cases of mandatory statutory liability, in each case in accordance with the statutory provisions.
Otherwise, claims for damages against SoundBoks - for whatever legal reason, in particular due to the breach of duties arising from the contractual obligation by SoundBoks, its legal representatives, employees or vicarious agents or from unlawful acts - are excluded.
Insofar as the liability of SoundBoks is limited or excluded according to the above provisions, this shall also apply to the personal liability of the legal representatives, employees and vicarious agents of SoundBoks.
A change in the burden of proof to your disadvantage is not associated with the above provisions.
Notification Procedures and Changes to the Agreements
SoundBoks may provide notifications, whether such notifications are required by law or are for other business related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on our website, as determined by SoundBoks in our sole discretion. SoundBoks reserves the right to determine the form and means of providing notifications, provided that you may opt out of certain means of notification. SoundBoks is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us.
These Agreements, together with any amendments and any additional agreements you may enter into with SoundBoks in connection with the Site and the Webshop shall constitute the entire agreements between you and SoundBoks concerning the Site and the Webshop.
If any provision of the Agreements is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of the Agreements, which shall remain in full force and effect.
No waiver of any term of the Agreements shall be deemed a further or continuing waiver of such term or any other term, and SoundBoks’s failure to assert any right or provision under the Agreements shall not constitute a waiver of such right or provision.
Claims to which you are entitled against us may only be assigned by you with our express written permission.
Applicable is the law of the country to which the Site and the Webshop are directed and in which the Site and the Webshop target customers. The mere accessibility of the Site and the Webshop is, however, not sufficient.