Terms of Use

PLEASE READ THESE TERMS OF USE (“Terms”) CAREFULLY. These Terms are a binding contract between Harmonic Drive, LLC (“Harmonic Drive,” “we,” “us” OR “our”) and you (“you” or “your”), and govern the use of this website, www.HarmonicGearhead.com (the “Site”), and any related services provided by us. By accessing this Site or any of its pages, you acknowledge that you have read, understood and agreed to be bound by these Terms in full, which includes our Privacy Policy, which is incorporated into these Terms, and all applicable laws and regulations governing the Site. We reserve the right to modify these Terms at any time, and all updates will be posted on this Site and a new effective date below. Any such change will be effective immediately upon posting on this Site. Please check this page of the Site periodically for modifications to these Terms. If you violate any of these Terms, we may terminate your use of the Site, forbid you from any further use of the Site, cancel your order(s), and/or take appropriate legal action against you. Your continued use of the Site following our posting of any revised Terms will constitute your acceptance of the revised Terms. If you do not agree with the Terms or any revised version of the Terms, do not continue to use this Site.

1. MINIMUM AGE REQUIREMENT

The Site is intended for use by persons who are at least 18 years old, or the legal age required to form a binding contract in your jurisdiction if that age is greater than 18. By using the Site, you represent and warrant that you are at least 18 years old and of legal age to form a binding contract. If you are under 18, you may use the Site only with the permission and involvement of a parent or legal guardian.

2. PRIVACY POLICY

Please read our Privacy Policy, which is incorporated into these Terms.

3. USER SUBMISSIONS TO THE SITE; REPRESENTATIONS AND WARRANTIES

The Site may provide you with opportunities to contribute to the Site, which may include submitting personal information or product reviews. Anything that you or other Site users contribute to the Site, including without limitation text, audio, video, pictures, graphics, music, sound clips, images, likenesses, personal information and other works of authorship, will be referred to as “User Content.” We are not liable or responsible for any User Content. Any contributions made by third parties to the Site do not necessarily represent the beliefs or opinions of Harmonic Drive. We cannot review User Content before it is displayed on this Site.

By displaying or publishing (“posting”) any User Content on the Site, you warrant and represent that (a) you own all rights in your User Content and the performance contained in your User Content or, alternatively, you have acquired all necessary rights in your User Content to enable you to grant to Harmonic Drive the rights in your User Content described herein and for us to exercise the rights with respect to such User Content that you grant herein; (b) you are the individual pictured, depicted, and/or heard in your User Content, or, alternatively, you have obtained permission (and, if applicable, publicity rights) from each person (including consent from parents or legal guardians for any individual under the age of eighteen (18)) who appears and/or is heard in your User Content to grant the rights to Harmonic Drive described herein; and (c) your User Content is not defamatory in nature, does not infringe the intellectual property rights, privacy, rights to publicity or any other legal or moral rights of any third party.

If you use this Site, you are responsible for maintaining the confidentiality of the personal Account information you submit. You agree to accept responsibility for all activities that occur under your Account. You understand that you are financially responsible for all uses of this Site by you and those using your Account information. You agree to be liable for any User Content posted to the Site using your Account, including, but not limited to, infringing, obscene, defamatory or offensive User Content, and for any transactions associated with your Account.

In consideration of your use of the Site, you agree to provide true, accurate and complete information about yourself as prompted by the Site, provided that your username should not contain your full or true name. In addition, you agree to update the Account information you provide in order to maintain its truth, accuracy and completeness. Harmonic Drive has the right to deny you access to the Site in the event that the information you provide is untrue, inaccurate or incomplete.

We reserve the right to contact you in connection with our or your compliance with and performance of these Terms (including without limitation the license rights granted hereunder) or any content (including User Content) or activities relating to the Site. You acknowledge that we may preserve User Content and may also disclose User Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce these Terms; (c) respond to claims that any User Content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Harmonic Drive, Site users, and the public.

4. OWNERSHIP OF RIGHTS; LICENSE RIGHTS

You hereby grant to Harmonic Drive a permanent, worldwide, royalty-free, freely transferable, freely sublicensable (through unlimited levels of sublicense), non-exclusive license to use, reproduce, modify, adapt, transmit, distribute, publicly perform and display (including in each case by means of a digital audio transmission), and create derivative works of your User Content, in any form, media, or technology now known or later developed. You also hereby waive any moral rights you may have in such User Content under the laws of any jurisdiction. You agree that we may (but are not obligated to) display your User Content, and your username or your actual name (according to the preferences you select at the time that you create your Account) along with your User Content. You acknowledge that the posting of your User Content for any period of time is sufficient consideration for the license granted herein to Harmonic Drive.

5. PROHIBITED CONDUCT

You agree not to post to the Site any User Content or any other materials whatsoever that is or could appear to be: (a) untrue, misleading, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive to another person’s privacy or protected data, hateful, or racially, ethnically or otherwise objectionable; (b) infringing or alleged to be infringing upon a third party’s intellectual property rights, including any patent, trademark, trade secret, copyright, right of publicity, or other proprietary rights of any party, including, without limitation, any User Content that is the subject of any third party claim of infringement; (c) of a type that you do not have a right to transmit under any law or under contractual or fiduciary relationships, such as inside information and proprietary and confidential information; (d) unsolicited, undisclosed or unauthorized advertising; (e) software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment; (f) data or information obtained through access that was not authorized by the owner of the data or information, or with respect to which such posting would constitute unauthorized use; or (g) in violation of any applicable local, state, national or international law, regulation, or statute (including export laws).

You agree not to do, or attempt to do, any of the following, subject to applicable law: (a) alter information on or obtained from the Site; (b) tamper with postings, registration information, profiles, submissions or User Content of other users; (c) use any robot, spider, scraper or other automated means or interface not provided by us to access the Site or extract data or gather or use information, such as e-mail addresses, available from the Site or transmit any unsolicited advertising, “junk mail,” “spam,” or “chain letters”; (d) frame any part of the Site, or link to the Site, or otherwise make it look like you have a relationship to us or that we have endorsed you or your User Content for any purpose except as expressly permitted in writing by Harmonic Drive; (e) impersonate or misrepresent your affiliation with any person or entity; (f) bypass or circumvent measures employed to prevent or limit access to any area, content or code of the Site (except as otherwise expressly permitted by law); (g) take any action which might impose a significant burden (as determined by us) on the Site’s infrastructure or performance, or send to or otherwise impact us or the Site (or anything or anyone else) with harmful, illegal, deceptive or disruptive code such as a virus, “spyware,” “adware” or other code that could adversely impact the Site or any recipient.

Nothing on this Site may be used by visitors to this Site for any commercial purposes such as to conduct sales of merchandise or services of any kind. Prior written consent must be obtained to make commercial offers of any kind, whether by advertising, solicitations, links, or any other method of communication. Without limiting any former restrictions, you may not resell or link to other sites for the purpose of selling merchandise or services of any kind. Any violators of this provision will be investigated and pursued through legal action, which includes removing the offending User Content from the Site and excluding such violators from use of the Site.

6. MONITORING OF SITE CONTENT

We are under no obligation to restrict or monitor Site content in any way. YOU UNDERSTAND AND ACKNOWLEDGE THAT HARMONIC DRIVE DOES NOT REGULARLY MONITOR THE ACCURACY OR RELIABILITY OF CONTENT AND THAT USE OF THE SITE IS AT YOUR OWN RISK. Notwithstanding the foregoing, we reserve the right to modify or remove any User Content at any time. Any opinions, advice, statements, services, offers, or other information or User Content expressed or made available by third parties, including other users, are those of the respective author(s) or distributor(s) and not of Harmonic Drive. Harmonic Drive neither endorses nor is responsible for the accuracy or reliability of any opinion, advice, information, or statement made on this Site by anyone other than authorized Harmonic Drive employees acting in their official capacities. Although we cannot monitor the conduct of users of the Site, it is also a violation of these Terms to use any information obtained from this Site in order to harass, abuse, or harm another person, or in order to contact, advertise to, solicit or sell to any Site user.

7. PROTECTION OF SITE CONTENT

Our Site is protected by U.S. and international intellectual property laws, with which you agree to comply. All content on the Site, including but not limited to text, logos, icons, images, graphics, audio clips, compilations, and downloads, as well as the collection, arrangement, and assembly of such content, is the exclusive property of Harmonic Drive or its content suppliers. All software used on the Site is the property of Harmonic Drive or its software suppliers.

8. CUSTOMER SUPPORT

You may contact Harmonic Drive by sending an e-mail to sales@harmonicdrive.net. You acknowledge that the provision of customer support is at our sole discretion, and that we have no obligation to provide you with customer support of any kind. We may provide you with customer support from time to time, at our sole discretion, provided that you have created an Account and that you submit your customer support inquiries using such Account.

9. PRODUCT SPECIFICATIONS; PRICING; TYPOGRAPHICAL ERRORS

We are not infallible, and therefore we do not warrant that product specifications, pricing, or other content on the Site is complete, accurate, or error-free. In the event of any errors relating to the pricing or specifications of any product, Harmonic Drive shall have the right to refuse or cancel any order(s) in its sole discretion. If we charged your credit card prior to cancellation, we will issue a credit to your account in the amount of the charge.

1. ELECTRONIC COMMUNICATIONS

You agree to electronic communication for all of your transactions and communication with Harmonic Drive and the Site. You agree that all postings, notices, disclosures, or other communications that we provide to you electronically satisfy any legal requirements that such communications be in writing.

1. NOTICES AND CONTACT INFORMATION

Except as otherwise provided in these Terms, Harmonic Drive will give you any notices by posting them on the Site, and you agree that such posting will constitute effective notice. You authorize Harmonic Drive to send notices (including without limitation notice of subpoenas or other legal process, if any) via e-mail as well if Harmonic Drive decides, in its sole discretion, to do so. You agree to keep your postal address and e-mail address current and that notice provided by Harmonic Drive to the postal address or e-mail address that you have most recently provided will constitute effective notice. Harmonic Drive’s postal address for legal notices is:

Harmonic Drive LLC

247 Lynnfield Street

Peabody, MA 01960 USA

2. MODIFICATIONS TO TERMS AND SITES

You agree that from time to time we may, at our sole discretion, modify, add or remove any or all parts of these Terms and the Privacy Policy. Such modifications will be effective immediately upon posting of the modified Terms to the Site. Your continued use of the Site following the posting of changes to these Terms will mean that you accept those changes. We reserve the right from time to time to temporarily or permanently modify or discontinue, and restrict or block access to, the Site (or any part thereof) without notice.

3. TERMINATION OR CANCELLATION

You agree that we may, at any time and at our sole discretion, with or without cause or any notice to you, terminate these Terms, your access to the Site, and/or your Account, or suspend or block your access to the Site. You will still be liable for any breaches of these Terms and/or obligations incurred before the Terms terminate. If you use the Site after termination of these Terms, that use will constitute your agreement to the Terms then posted on the Site. We may continue to exploit electronic or printed materials we have created, or developed specific plans to create, that contain User Content according to the terms contained in Sections 3, 4 and 6 hereof with respect to removal or modification of User Content previously posted on the Site.

The provisions entitled “User Submission to the Site; Representations and Warranties,” “Ownership of Rights; License Rights,” “Indemnification,” “Disclaimer of Warranties,” “Exclusion of Damages; Limitation of Liability,” and “Additional Terms” and the Privacy Policy will survive termination of these Terms.

4. DEALINGS WITH MERCHANTS; LINKS

This Sits contains advertisements, offers, or other links to other websites and resources of third parties that we do not control. That information, as well as advertisements, may or may not be or remain wholly accurate. You acknowledge and agree that Harmonic Drive is not responsible or liable for (i) the availability or accuracy of such sites or resources; or (ii) the content, advertising, or products or services on or available from such sites or resources. The inclusion of any link on the Site does not imply that we endorse the linked website. You use the links at your own risk. Our Privacy Policy is applicable only when you are on our Site.

Your correspondence or business dealings with, or participation in promotions of, third party merchants or advertisers that are found on or through the Site or which provide links on the Site, including, for example, “click to purchase” and other similar programs, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such merchant or advertiser. You waive any claim against Harmonic Drive and agree to hold Harmonic Drive harmless from any loss or damage of any kind incurred as the result of any such dealings or as the result of the presence of such merchants or advertisers on the Site.

5. INDEMNIFICATION

As a condition of your access to and use of the Sites, you agree to hold Harmonic Drive, and its subsidiaries, affiliates, officers, directors, employees, agents, attorneys, and suppliers, and each of their respective successors and assigns, harmless from, and indemnify them for, all damages, costs, expenses and other liabilities, including but not limited to attorneys’ fees and expenses, relating to any claim arising out of or related to: (i) your access to and use of the Site and the content therein; (ii) your violation of these Terms (including terms incorporated into them, e.g., the Privacy Policy and the Returns Policy), and any applicable law or the rights of another person or party; (iii) any dispute you have or claim to have with one or more users of the Site; (iv) our resolution (if any) of any dispute you have or claim to have with one or more users of the Site; (v) your improper authorization for us to collect, use or disclose any data or User Content provided by you; and (vi) any disclosures made with your permission (including, without limitation, your consent that we disclose your personal information and other information collected as set forth in our Privacy Policy). Furthermore, you fully understand and agree that: (a) we have the right but not the obligation to resolve disputes between users relating to the Site and our resolution of a particular dispute does not a create an obligation to resolve any other dispute; and (b) our resolution of a dispute between users relating to the Site will be final with respect to the Site.

6. DISCLAIMER OF WARRANTIES

THE SITE MAY CONTAIN ADVICE, OPINIONS, INSTRUCTIONS AND STATEMENTS FROM HARMONIC DRIVE, ITS USERS AND OTHER CONTENT AND INFORMATION PROVIDERS. THIS CONTENT IS INTENDED TO BE USED FOR INFORMATIONAL AND ENTERTAINMENT PURPOSES ONLY. YOU USE THE SITE AND CONTENT AT YOUR OWN RISK. THE SITE IS PROVIDED BY HARMONIC DRIVE ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, HARMONIC DRIVE MAKES NO REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR THE INFORMATION OR CONTENT INCLUDED ON THE SITE. HARMONIC DRIVE MAKES NO REPRESENTATIONS OR WARRANTIES THAT THE SITE WILL BE UNINTERRUPTED, ERROR-FREE, VIRUS-FREE, SECURE, OR TIMELY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, HARMONIC DRIVE EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND THOSE ARISING FROM A COURSE OF DEALING, TRADE, USAGE OR PERFORMANCE. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, AND THEREFORE SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Because some jurisdictions do not allow exclusions of implied warranties or limitations on how long an implied warranty lasts, the limitations set forth above may not apply to you.

7. EXCLUSION OF DAMAGES; LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AGREE THAT NEITHER HARMONIC DRIVE, NOR ITS SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, ATTORNEYS AND SUPPLIERS, NOR EACH OF THEIR RESPECTIVE SUCCESSORS AND ASSIGNS, WILL BE LIABLE TO YOU AND/OR ANY OTHER PERSON FOR DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST REVENUE, LOSS OF DATA, LOSS OF PRIVACY, LOSS OF GOODWILL OR ANY OTHER LOSSES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IN THE EVENT OF FAULT, TORT (INCLUDING NEGLIGENCE) OR STRICT OR PRODUCT LIABILITY. WITHOUT LIMITING THE FOREGOING, IN NO EVENT WILL THE AGGREGATE LIABILITY TO YOU OF HARMONIC DRIVE AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, ATTORNEYS, AND SUPPLIERS AND EACH OF THEIR RESPECTIVE SUCCESSORS AND ASSIGNS EXCEED, IN TOTAL, THE AMOUNTS PAID BY YOU TO US.

8. ADDITIONAL TERMS

a. Severability. If any part of the Terms is held by a court of competent jurisdiction to be invalid or unenforceable, the invalid or unenforceable part will be given effect to the greatest extent possible and the remainder will remain in full force and effect, provided that the allocation of risks described herein is given effect to the fullest extent possible.

b. No Assignment. These Terms (including terms incorporated into them, e.g., the Privacy Policy and the Returns Policy) are personal to you and you may not transfer, assign or delegate them to anyone without the express written permission of Harmonic Drive. Any attempt by you to assign, transfer or delegate these Terms without the express written permission of Harmonic Drive will be null and void. Harmonic Drive shall have the right to transfer, assign and/or delegate these Terms to one or more third parties without your permission.

c. Jurisdiction; Choice of Law; Export Limitations. We control the Site from our offices within the United States of America. If you choose to access this Site from locations outside the U.S., you do so at your own risk and you are responsible for compliance with applicable local laws. You may not use or export anything from the Site in violation of U.S. export laws and regulations or the Terms. These Terms and all performances and claims of every nature (including without limitation, contract, tort and strict liability) relating in any way to any aspect of the Site will be governed by the laws of the Commonwealth of Massachusetts, without regard to any conflicts of laws principles that would result in the application of the law of a different jurisdiction. You and Harmonic Drive agree to submit to the personal and exclusive jurisdiction of the courts located within Suffolk County, Massachusetts. Any disputes regarding such claims or arising under or related in any way to these Terms or the Site shall be heard exclusively in the appropriate forum in Massachusetts. You hereby waive any claim or defense that such forum is not convenient or proper, and consent to service of process by any means authorized by Massachusetts or federal law.

d. Limitations on Actions. Any action concerning any dispute you may have with respect to the Site must be commenced within one year after the cause of the dispute arises, or the cause of action is barred.

e. Headings. The section and paragraph headings in these Terms are included to help make these Terms easier to read and have no binding effect.

f. Entire Agreement. These Terms (including terms incorporated into them, e.g., the Privacy Policy and the Returns Policy), as modified from time to time as provided herein, comprise the entire agreement (the “Entire Agreement”) between you and Harmonic Drive with respect to the use of the Sites and supersedes all contemporaneous and prior agreements between the parties regarding the subject matter contained herein, and neither party has relied on any representations made by the other that are not expressly set forth in the Entire Agreement.

g. No Waiver. The failure of Harmonic Drive to exercise or enforce any right or provision of these Terms, including any failure to act with respect to a breach, will not constitute a waiver of such right or provision or our right to act with respect to subsequent or similar breaches. We suggest that you print a copy of these Terms for your records.

9. NOTICES

NOTICE OF AVAILABILITY OF FILTERING SOFTWARE
All users are hereby informed by the provider of this interactive computer service that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist in limiting access to material that is harmful to minors. A report detailing some of those protections can be found at http:// www.ntia.doc.gov/ntiahome/ntiageneral/cipa2003/ (Children’s Internet Protection Act: Study of Technology Protection Measures).

NOTICE: NO HARVESTING OR DICTIONARY ATTACKS ALLOWED
HARMONIC DRIVE WILL NOT GIVE, SELL, OR OTHERWISE TRANSFER ADDRESSES MAINTAINED BY HARMONIC DRIVE TO ANY OTHER PARTY FOR THE PURPOSES OF INITIATING, OR ENABLING OTHERS TO INITIATE, E-MAIL MESSAGES EXCEPT AS AUTHORIZED BY APPROPRIATE HARMONIC DRIVE PERSONNEL OR POLICIES. EXCEPT FOR PARTIES AUTHORIZED TO HAVE ADDRESSES MAINTAINED BY HARMONIC DRIVE, PERSONS MAY VIOLATE FEDERAL LAW IF THEY: (1) INITIATE THE TRANSMISSION TO HARMONIC DRIVE COMPUTERS OR DEVICES OF A COMMERCIAL E-MAIL MESSAGE (AS DEFINED IN THE U.S. CAN-SPAM ACT OF 2003) THAT DOES NOT MEET THE MESSAGE TRANSMISSION REQUIREMENTS OF THAT ACT; OR (2) ASSIST IN THE ORIGINATION OF SUCH MESSAGES THROUGH THE PROVISION OR SELECTION OF ADDRESSES TO WHICH THE MESSAGES WILL BE TRANSMITTED.

NOTICE REGARDING TRADEMARKS
The trademark “HARMONIC DRIVE”, "HARMONIC PLANETARY" and all other trademarks used in the Site are owned or used under license by Harmonic Drive and its affiliated organizations. The names of third parties and their products mentioned may be their trademarks. Displaying, performing, storing, copying, distributing, or otherwise making available or using any content from the Site is prohibited, unless specifically authorized by Harmonic Drive. Accordingly no such content or Applications may be used on another website without our express written permission. All rights are reserved.

EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, NEITHER HARMONIC DRIVE, ITS AFFILIATES, NOR ANY THIRD PARTY HAS CONFERRED UPON YOU, BY IMPLICATION, ESTOPPEL OR OTHERWISE, ANY LICENSE OR RIGHT UNDER ANY PATENT, TRADEMARK, COPYRIGHT OR OTHER PROPRIETARY RIGHTS TO USE THE SITE OR ANY APPLICATIONS OFFERED ON THE SITE. NO OWNERSHIP RIGHTS ARE OR WILL BE ASSIGNED TO YOU.

NOTICE REGARDING COPYRIGHT OWNERSHIP: © HARMONIC DRIVE, LLC U.S.A. All rights reserved.
All content on the Site is subject to intellectual property rights, contractual or other protection. The intellectual property rights are owned by us or our licensors. No content may be copied, distributed, republished, uploaded, posted or transmitted in any way except as provided expressly in the Terms or with our prior express written consent. Modification or use of the materials for any other purpose may violate intellectual property rights.

HarmonicGearhead.comTerms of Use, updated: February 18, 2015