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This Zoybar.net Purchase Agreement (the “Agreement“) sets forth the terms and conditions governing the purchase of Zoybar kits at www.zoybar.net (the”Website“). Zoybar Ltd. (“Zoybar“) develops makes and markets modular hardware kits for creating unique custom made electric string instruments and effects (“Products“).The design of the Zoybar kit is flexible. It contains a basic platform and various components, each designated for a different function. You may select, attach and assemble the basic platform and the components of your choice.Please read this Agreement carefully before you proceed with the purchase process, because it constitutes a legal and binding contract between you and Zoybar. By clicking the “order this kit” icon, you represent that you have carefully read, understood and agreed to this Agreement. If you do not agree with the following terms and conditions, discontinue the purchase process. Eligibility To purchase a Product, you must be as least 18 years of age. If you are under the age of 18, you may not purchase any Product through the Website. Purchase Policy The Products are offered for your personal use only.Upon the completion of an order on the Website, you will receive a confirmation Notice. The confirmation notice does not indicate Zoybar’s acceptance of your order, or a confirmation of Zoybar’s offer to sell. Zoybar reserves the right at all times after receipt of your order to accept or cancel your order, or reduce the quantities ordered. Your order will be deemed accepted by Zoybar when you are sent a notification that your order has been accepted.Zoybar may require additional verifications or information before accepting any order. Therefore Zoybar reserves the right to contact you, if and when required. Fees and Payment Terms The payment for the Products is executed by the PayPal secured checkout service (“PayPal“). You do not need to provide us your credit card details or any other financial information. When placing an order, you will be required to provide details of your PayPal account. If you do not have a PayPal account, you will be able to open one quickly and provide PayPal with your credit card number and associated payment information, (as published on PayPal’s website at: https://www.paypal.com. Please visit PayPal’s website to learn more about the service. Note that Zoybar only collects the money for your order from PayPal and does not debit your credit card directly. Therefore, providing your payment information to PayPal is subject to PayPal’s terms and conditions and privacy policy, as posted on their website, and not to Zoybar’s terms published herein.Upon receiving your PayPal information, Zoybar will invoice your PayPal account for all fees and charges due and payable to Zoybar as a result of your purchase. Your order will be shipped only when Zoybar receives a confirmation from the PayPal service that a full and complete payment has been processed to PayPal. Please note: payment can be declined by your credit card company. Failing to settle your payments will prevent you from receiving the Products you order.You agree to immediately notify the PayPal service of any change in the credit card used for payment hereunder through PayPal or in the billing address you provided the PayPal service.Zoybar may change its fees and billing methods at any time. Such changes will take effect immediately upon their posting on the Website. Import Taxes and Customs Fees Zoybar is not responsible for any taxes or fees imposed when your shipment arrives. Please be aware that these fees may be substantial depending on your country’s policies and you hereby warrant to bare all accompanying fees to the Product you order. Shipment Policy The production and assembly of a Product will usually take up to 14 days. The Shipment schedule varies and depends on the final destination. Zoybar will make best efforts to ship the Products to you on time and well wrapped, however, Zoybar is not responsible for any delays in shipping or failure of shipment. To the extent possible, Zoybar will post updates on the Website of unforeseen delays or contact you directly.While in transit and until you receive the product, the product is insured against damage and loss, pursuant to the terms of the policy issued on behalf of Zoybar. The terms of the insurance policy, and the identity of the insurer may change from time to time.The destinations of shipment and other relevant shipment information are available at Zoybar’s shipment policy , posted on the Website. Return Policy Each Product you purchase from Zoybar is custom made and manufactured specifically upon your order. Therefore Zoybar does not accept returns or process refunds for any reason, except as provided for in Zoybar’s Return Policy and subject to the limited warranty terms in this agreement. Intellectual property All rights, title and interest in and to the Product, including patents, copyrights, trademarks, trade names, service marks, trade secrets and other intellectual property rights, and any goodwill associated therewith, are owned by, or licensed to Zoybar.Unless otherwise expressly permitted by Zoybar in this Agreement, you may not use Zoybar proprietary rights, either by yourself or by a third party on your behalf, in any way or by any means, including electronic, mechanical or optical means, without a prior explicit license from Zoybar. You may not make, have made, use, sell, offer to sell, have sold, distribute or import copies of the Products, or engage in any other commercial use of the Products and/or any parts thereof, without receiving a prior explicit license from Zoybar.You may not adapt or use otherwise any name, mark or logo that is identical, or confusingly similar to any of Zoybar’s trademarks, service marks, trade names and logos, except as indicated or attached to the Product. You agree to retain and avoid distorting Zoybar’s marks.You must avoid any action or omission which may dilute, or tarnish Zoybar’s goodwill. LIMITED WARRANTY ZOYBAR WARRANTS SOLELY TO THE ORIGINAL PURCHASER THAT THE PRODUCT PURCHASED DIRECTLY FROM ZOYBAR WILL BE FREE FROM DEFECTS IN MATERIALS AND WORKMANSHIP WHEN USED WITHIN THE LIMITS SPECIFIED ON THE WEBSITE FOR A PERIOD OF ONE (1) YEAR FROM DATE OF RECEIPT.THE EXCLUSIVE REMEDY AND ZOYBAR’S ENTIRE LIABILITY UNDER THIS LIMITED WARRANTY, WILL BE FOR ZOYBAR, AT ITS OWN DISCRETION TO (I) REPAIR THE DEFECTED PART OF THE PRODUCT, OR (B) REPLACE THE DEFECTED PART OF THE PRODUCT WITH A REASONABLY AVAILABLE EQUIVALENT NEW OR REFURBISHED PART. IN ANY CASE OF MALFUNCTION, ZOYBAR WILL NOT REPLACE THE WHOLE PRODUCT, BUT THE DEFECTED PART THEREOF ONLY. ANY REPAIRED OR REPLACED PARTS WILL BE WARRANTED FOR THE REMAINDER OF THE ORIGINAL WARRANTY PERIOD OR FOR THIRTY (30) DAYS, WHICHEVER IS LONGER.THIS LIMITED WARRANTY DOES NOT APPLY IF: (A) THE PRODUCT HAS NOT BEEN OPERATED, USED, REPAIRED, OR MAINTAINED IN ACCORDANCE WITH ZOYBAR’S INSTRUCTIONS, (B) THE PRODUCT HAS BEEN ALTERED OR MODIFIED, EXCEPT BY ZOYBAR, (C) THE PRODUCT HAS BEEN SUBJECTED TO ABNORMAL PHYSICAL OR ELECTRICAL STRESS, ABUSE, MISUSE, NEGLIGENCE, OR ACCIDENT, (D) THE PRODUCT DAMAGE WAS CAUSED BY USE WITH NON-ZOYBAR PRODUCTS, OR (E) THE PRODUCT IS SUPPLIED FOR BETA, EVALUATION, PROMOTIONAL, TESTING OR DEMONSTRATION PURPOSES FOR WHICH ZOYBAR DOES NOT CHARGE A PURCHASE PRICE.ALL FUNCTIONS PROVIDED BY ZOYBAR WITH THE PRODUCT, ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, ZOYBAR DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, THE INABILITY TO USE, OR THE RESULTS OF THE USE OF THE PRODUCT, INCLUDING IN CONNECTION WITH ANY tax or customs lawS and regulations in your state of residence, OR ANY OTHER APPLICABLE LAWS AND REGULATIONS, AND IN CONNECTIONS WITH SHIPMENT AND STORAGE CONDITIONS.YOU AGREE AND ACKNOWLEDGE THAT THE Use of THE PRODUCT is ENTiRELY, OR AT THE MAXiMUM PERMiTTED BY THE APPLiCABLE LAW, at your own risk. ZOYBAR, iNCLUDiNG ITS OFFiCERS, DiRECTORS, SHAREHOLDERS, EMPLOYEES, SUB-CONTRACTORS, AGENTS, pARENT COMPANIES, SISTER COMPANIES, SUBSIDIARIES AND OTHER AFFILIATES (together “ZOYBAR’S group“) WILL NOT BE LiABLE TO THE MAXiMUM EXTENT PERMiTTED BY THE APPLiCABLE LAW, FOR ANY DiRECT, iNDiRECT, iNCiDENTAL, OR CONSEQUENTiAL DAMAGE, OR ANY OTHER DAMAGE AND LOSS (iNCLUDiNG LOSS OF PROFiT, LOSS OF DATA AND WORK STOPPAGE), COSTS, EXPENSES AND PAYMENTS, REGARDLESS OF THE ALLEGED LIABILITY OR FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE, INCLUDING NEGLIGENCE, INTELLECTUAL PROPERTY INFRINGEMENT, PRODUCT LIABILITY AND STRICT LIABILITY, THAT MAY RESULT FROM, OR iN CONNECTiON WiTH THE USE OR THE INABILITY TO USE THE Products, OR FROM ANY FAULT OR ERROR MADE BY ZOYBAR’S group’s STAFF, OR FROM ANY COMMUNiCATiON with ZOYBAR, rEGARDLESS OF WHETHER ZOYBAR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY EVENT, YOUR SOLE REMEDY WILL BE LiMiTED TO THE CORRECTiONS OF SUCH ERRORS, OR MALFUNCTiONS, IF APPLICABLE OR PUrSUANT TO ZOYBAR’S LIMITED WARRANTY AND RETURN POLICY. Indemnification You agree to indemnify, defend and hold harmless Zoybar, at your own expense and immediately after receiving a written notice, from and against any damages, loss, costs, expenses and payments, including reasonable attorney’s fees and legal expenses, resulting from any complaint, claim, or demand, arising from, or in connection with your use of the Products, or your breach of this Agreement, or any other rules or regulations applicable to the order, shipment and the use of the Products. This Agreement will be governed by and construed in accordance with the laws of Israel, without giving effect to any choice of law or conflict of law, rules or provisions of Israel, or of any other jurisdiction, which would result in the application of the laws of a jurisdiction other than of Israel.You agree to resolve any dispute or claim that you may have against Zoybar’s group and to submit to personal jurisdiction in the exclusive jurisdiction of the courts in the city of Tel Aviv, Israel. You may contact Zoybar’s customer service on the Website, or by using the contact details hereunder: Zoybar Ltd. Israel,Kibbutz Kiryat Anavim, D.N Harei Yehuda P.O. box 194 General This Agreement constitutes the entire agreement between you and Zoybar with respect to the purchase of the Product and any parts thereof.No waiver, concession, extension, representation, alteration, addition or derogation from this Agreement by Zoybar, or pursuant to this Agreement, will be effective unless consented to explicitly and executed in writing by Zoybar’s authorized representative.This Agreement will take precedence over all documents, forms and policies incorporated thereto, which may conflict with this Agreement, unless specifically indicated in such documents that a certain provision is determined notwithstanding any of the provisions of this Agreement.Failure on Zoybar’s part to demand performance of any provision in the Agreement will not constitute a waiver of any of Zoybar’ rights under this Agreement.The United Nations Convention on Contracts for the International Sale of Goods will not govern this Agreement. Changes in Ownership Zoybar may transfer its ownership rights and title in the Products to a third party, provided that your rights according to this Agreement are not harmed by the transfer of rights. In that case, a copy of your details and information collected by Zoybar will be transferred to the corporation receiving the rights in Zoybar’s Products and you hereby give your prior consent thereto. The section headings in the Agreement are included for convenience only and will take no part in the interpretation, or construing of the Agreement.”including”, whether capitalized or not, means without limitation. If any provision of the Agreement is held to be illegal, invalid, or unenforceable by a competent court, then the provision will be performed and enforced to the maximum extent permitted by law, and the remaining provisions of the Agreement will continue to remain in full force and effect. The provisions of the intellectual property, warranty, limitation of liability and indemnification sections, will survive the termination, or expiration of the Agreement.
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