PURCHASE AGREEMENT

Take 2 Pro Audio, A Washington Partnership, “SELLER”, and “BUYER”, as noted on INVOICE, with addresses as they appear therein agree as follows:

1. DESCRIPTION-SALE OF GOODS: SELLER shall transfer and deliver to BUYER, and BUYER shall pay for and accept said goods as detailed on the INVOICE(s).
2. TIME OF DELIVERY: SELLER shall have the right to deliver all of the goods at one time or in installments.
3. PLACE OF DELIVERY: Goods shall be delivered at BUYER’S address as it appears on the INVOICE(s)
4. DELAY IN DELIVERY: Delivery time is estimated and not guaranteed. Any representations shall be construed, if at all, as opinion only. BUYER hereby releases and indemnifies SELLER from and against any and all claims, demands, damages, expenses, loss of profits or other liability arising directly or indirectly out of or in any way connected with any deliveries to be performed by the SELLER herein.
5. TITLE: It is agreed that the SELLER will maintain the right of possession in the goods sold herein and the title shall not pass until such time as payment therefore is made by the BUYER. The risk of loss shall pass to buyer as soon as goods are delivered and without regard to the reservation of right to possession by SELLER.
6. DISCLAIMER OF EXPRESS AND IMPLIED WARRANTIES: SELLER WARRANTS THAT THE GOODS ARE AS DESCRIBED IN THIS AGREEMENT, BUT NO OTHER EXPRESS WARRANTY IS MADE IN RESPECT TO THE GOODS. ANY WARRANTIES ON THE GOODS SOLD HEREBY ARE THOSE OF THE MANUFACTURER. AS BETWEEN SELLER AND BUYER THE GOODS ARE SOLD “AS IS” (WITHOUT MODIFICATION UNLESS OTHERWISE STATED IN THIS AGREEMENT) AND THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE GOODS IS WITH THE BUYER. SELLER DISCLAIMS ALL WARRANTIES EITHER EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND SELLER NEITHER ASSUMES NOR AUTHORIZES ANY OTHER PERSON TO ASSUME FOR IT ANY LIABILITY IN CONNECTION WITH THE SALE OF SAID GOODS. THIS DISCLAIMER BY SELLER IN NO WAY AFFECTS THE TERMS OF THE MANUFACTURER’S WARRANTY.
7. LIMITED LIABILITY: Seller will not be responsible for any consequential or incidental damage resulting from the sale or use of any merchandise purchased from us, including, but not limited to DATA loss. Seller’s liability is limited to the monetary value of the merchandise.
8. PAYMENTS OF CHARGES: The price to be paid by BUYER shall be as noted on the INVOICE(s) under “TOTAL.” BUYER shall make payment at the time or order, or at the time the goods are delivered unless otherwise set forth in writing herein. BUYER shall pay SELLER on demand all amounts and charges provided herein including sales tax, transportation, and other charges entered on the INVOICE(s). Payment shall be made via PAYPAL or in cash or by certified check.
9. RIGHT OF INSPECTION AND RETURN POLICY: The sale of the goods specified in this agreement shall be subject to the BUYER’S inspection. It is expressly agreed that BUYER must notify SELLER in writing within fourteen (14) days of delivery of any non-conforming goods and it’s election to return any goods sold herein. In the event SELLER has installed the goods sold under this agreement BUYER must notify SELLER in writing within ninety (90) days after completion of installation of any defect in installation. Failure to notify SELLER within the time limit set forth herein shall be deemed an acceptance, and it is agreed that the time is of the essence with respect to said notice.
10. RE-STOCKING CHARGE: Any merchandise returned by BUYER, other than non-conforming, shall be subject to a re-stocking charge of 15% re-stocking charge, earlier than fourteen (14) days following the return of said goods to SELLER’S place of business.
11. REMEDIES: BUYER and SELLER should have all remedies afforded each by the uniform commercial code unless otherwise modified by this agreement.
12. INTERPRETATION-PAROL EVIDENCE: This writing is intended by the parties as a final expression of their agreement and is intended also as a complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties and no usage of the trade shall be relevant to supplement or explain any terms used in this agreement. Acceptance or acquiescence in a course of performance rendered under this agreement shall not be relevant to determine the meaning of this agreement even though the accepting or acquiescing party has knowledge of the nature of the performance and opportunity for objection. Whenever a term defined by the uniform commercial code is used in this agreement the definition contained in the code is to control.
13. AUTHRITY OF SELLER’S AGENT: No agent, employee, or representative of SELLER has any authority to bind SELLER to any affirmation, representation, or warranty concerning the goods sold under this agreement, and unless an affirmation, representation, or warranty made by an agent, employee, or representative is specifically included within this written agreement, it has not formed a part of the basis of this bargain and shall not in any way be enforceable.
14. MODIFICATIONS: This agreement can be modified or rescinded only in a writing signed by both of the parties or their duly authorized agents.
15. GOVERNING LAW: This agreement shall be construed according to the laws of the State of Washington. Any action to enforce any provision or term of this agreement shall be brought in court of applicable jurisdiction within King County, State of Washington and BUYER hereby consents and agrees to submit to the jurisdiction of the courts and laws of the State of Washington for the purpose of interpreting or enforcing any provision or term of this agreement.
16. ATTORNEY FEES: In the event of any litigation relating to enforcement of this agreement, the prevailing party shall be entitled to recover from the other or others its reasonable costs and expenses of litigation, including reasonable attorney’s fees.
17. AUTHORITY OF BUYER’S AGENT: Buyer states that he/she has read and understands the terms and conditions above, and that he/she is eighteen (18) years of age of over and (in the case of a firm or organization) that he/she has the necessary authority to enter into this agreement.
18. PRIVACY AND SECURITY: Your privacy is important to us. Below is our privacy and security policy:
    Security: Note: The following only applies to our main website .The security of your personal information is very important to us. In an effort to protect your personal information, we use Secure Sockets Layer (SSL) technology with 128 bit encryption. If your browser supports SSL it will automatically encrypt the information you provide to us on the secure pages on our site, before sending it over the Internet. Cookies: When you visit our site, we will ask your browser to place a permanent “cookie” on your computer. If your browser is configured to accept cookies, it will accept the cookie and place it on your computer’s hard drive. We collect this information to analyze where our customers are coming from and how often they visit our site. We also collect certain technical information from your computer, like your IP address and the address of a referring web site, if any. This information will allow us to enhance our site to our customer’s preferences. This information is used only for the benefit of Take 2 Pro Audio and you, our customer.Placing an order: When you decide to place an order, you are asked to complete an order form. The order form requires your name, billing and shipping address, and other information. You should also include other information fields such as your telephone number and e-mail, to allow us to contact you regarding your order if necessary. This information is collected to make your shopping experience with us as smooth and pleasant as possible. It is used only for the benefit of Take 2 Pro Audio and you, our customer.We may share account or other information when we are required by law (e.g., in response to subpoenas, court orders, etc.) or to protect our interests or property. This may include sharing information with other companies, lawyers, credit bureaus, agents or government agencies in connection with issues related to fraud, credit or debt collection. You agree that we may use personal information provided by you in order to conduct appropriate anti-fraud checks. Personal information that you provide may be disclosed to a credit reference or fraud prevention agency, which may keep a record of that information. We may retain outside companies to assist us in managing our customer information database or to update and correct customer information for future marketing purposes. We take steps to ensure the confidentiality of your information and to make sure it is not used for other purposes. We have carefully selected a few companies to assist us in better understanding how our customers use our site. We will place cookies on your computer to collect information. The information that is collected through these cookies tells us things, such as which search engine referred you, how you navigated around our site, which pages you browsed, what you purchased and what traffic is driven by banner ads and e-mails. The companies analyze the information they collect from our site and return it to us through a secure connection. We use this information to help us understand your interests in our site and how to better serve you. It also helps us provide you with more personalized product offerings.Use of Information:We may use your information in a number of ways, including the following:

    To improve the content on our Web site. For example, we may use cookies to find out which parts of our site or our products are visited most often, To enhance your online shopping experience, For marketing and promotional purposes.

    Mail & SPAM Issues: You may request to receive our e-mail reply. We will never SPAM or send unsolicited materials based on information collected at our site. Registrants may opt out of receiving materials from us at any time by contacting us with such request. Our Commitment to Children’s Privacy: We never collect or maintain information at our website from those we actually know are under 13, nor is any part of our website structured to attract anyone under 13.

    If you have any questions regarding this privacy statement, the practices of this site, or your dealings with this web site, you may contact us directly by either e-mail, mail or telephone.

    By visiting our site you consent to our collection and use of your information as described in this policy. We reserve the right to modify this privacy policy and related business practices at any time by posting updated text on this site.

    California Privacy Rights: If you are a California resident, you have the right to receive: (a) information identifying all third party companies to whom we may have disclosed, within the past year, personal information pertaining to you and your family for that company’s direct marketing purposes; and (b) a description of the categories of personal information disclosed. To obtain this information, please e-mail your request to sales@take2proaudio.com. Please allow 30 days for a response.