Sep 14, 2022
Terms and Conditions
1. Scope and application
1.1. These Terms and Conditions (“Terms”) govern the contractual relationship between Sonarworks and its customers and apply to all purchases of products (“Products”) or services (“Services”) sold through the Sonarworks’ website www.sonarworks.com (“Site”).
1.2. For Sonarworks, the contracting party is:
Address: Smerla street 3, Building No. 5, Riga, LV-1006, Latvia
E-mail address: email@example.com
1.3. For the customer, the contracting party (“Customer”) is a capable person, i.e., a consumer or entrepreneur who has ordered Products or Services from the Sonarworks online store https://www.sonarworks.com/soundid-reference/store (“Store”). The Consumer (“Consumer”) is a natural person within the meaning of Article 3(1) of the Consumer Rights Protection Law of the Republic of Latvia. An entrepreneur (“Entrepreneur”) is a person within the meaning of Article (1)(1) of the Commercial Law of the Republic of Latvia. If the Customer is a Consumer, then nothing in these Terms will reduce his or her statutory rights relating to faulty or misdescribed Products or Services.
1.4. Sonarworks and the Customer are hereinafter together referred to as Parties. 1.5. Sonarworks is entitled to unilaterally amend and supplement these Terms. The Parties are bound by the version of the Terms that applies at the time of placing the order (“Order”) on the Site. The text of these Terms binding the Contract as defined in Article 3.1 hereof will be stored in internal Sonarworks’ systems and can be emailed to the Customer at the Customer’s request.
2.1. In order to use the Services and Products sold through the Site, the Customer must register and create a personal account on the Site using basic registration data (email address and password).
2.2. After creating and registering a password, the Customer must make sure that the password is not disclosed to any third parties. The Customer is responsible for any actions carried out on the Site using his or her password. If the activities are performed by a third party using the Customer’s access data, Sonarworks will treat that person as a Customer. If the Customer loses his or her access data, the Customer must immediately notify Sonarworks by email.
2.3. Upon registration, the Customer may indicate whether he or she wishes to receive advertising and informative content from Sonarworks or other offers useful to the Customer, thereby agreeing that such notifications or offers may be sent to the Customer. If the Customer does not wish to receive advertising or informative content, Sonarworks will not send such content to the Customer, except for the messages necessary to fulfill the order placed by the Customer.
2.4. The Customer authorizes Sonarworks as the personal data controller to process all information and data provided by the Customer directly or indirectly through the Site.
2.5. The personal data provided by the Customer will be processed in compliance with the legislation in force in the Republic of Latvia regulating the processing and protection of personal data, including the General Data Protection Regulation (“GDPR”), and in accordance with the Sonarworks’ Privacy Statement available at https://www.sonarworks.com/privacy.
2.6. The Customer’s personal data will be used to identify the Customer when selling and delivering Products and Services to the Customer and when performing other obligations arising from the Contract.
2.7. Sonarworks has the right to limit the Customer’s use of Sonarworks’ Services without notice or cancel the Customer’s registration on the Site if Sonarworks considers that the Customer may violate or is in violation of these Terms or attempts to harm Sonarworks, the Site, or the rights and interests of third parties.
3. Confirmation and price of and payment for the Order
3.1. Products and Services can be ordered by completing the checkout process on the Site. Ordering a Product or Service constitutes a binding offer (“Offer”) on the part of the Customer to conclude a contract (“Contract”) with Sonarworks for the purchase of a particular Product or Service in accordance with these Terms. By placing an Offer, the Customer confirms that the Customer has the legal capacity to enter into the Contract.
3.2. After receiving the Offer, Sonarworks will send an email to the Customer thereby confirming or rejecting the Offer.
3.3. The Contract is deemed concluded and binding upon the parties when Sonarworks has received the Offer and has sent an order confirmation email to the Customer.
3.4. Sonarworks cannot guarantee that all items are in stock or immediately available when the Customer places an Offer. Sonarworks may reject the Offer if it is unable to process or fulfill it. In such a case, Sonarworks will refund any prior payment that the Customer has made for the item(s) in the Offer.
3.5. Any prices, quotations, and descriptions listed, made, or referred to on the Site are subject to availability, do not constitute an offer, and may be revised at any time prior to Sonarworks confirming the Offer. Sonarworks also reserves the right to notify the Customer of any mistake in the description of the Product or Service or any error in pricing prior to the confirmation of the Offer.
3.6. Unless otherwise specified, the prices of the Products and Services available for purchase from the Store are:
3.6.1. exclusive of the costs of shipping or carriage to the agreed place of delivery (charges for delivery are calculated based on the shipping address);
3.6.2. exclusive of any tax or duty that (where applicable) must be added to the price payable.
3.7. The total price for the Offer is indicated in the Offer Confirmation Email, but it may not include taxes or duties specific to the country to which the Product is shipped.
3.8. Where the Product is shipped outside of the European Economic Area (for example, in case the value of the Product is deemed to be in excess of the Customer’s personal import allowance), the Customer may be subject to customs charges, import duties and taxes levied when the Product reaches the Customer’s specified destination. Any such additional charges for customs clearance, import duties, or taxes will be covered by the Customer.
3.9. If the total price of the Offer increases or Sonarworks revises the description of the Product or Service between the time when the Customer places the Offer and the time of Sonarworks’ confirmation of the Offer, Sonarworks will notify the Customer, and the Customer may cancel its Offer and receive a full refund. If the Customer chooses to proceed with the Offer, it will be delivered to the Customer in accordance with the revised description and/or at the increased price.
3.10. The payment methods accepted by Sonarworks are listed on the Site during the checkout process.
3.11. The payment for the Product or Service, including shipping and applicable VAT or other taxes or duties, must be made prior to the dispatch or download of the Product or commencement of the Services. A payment is considered to be made if the entire amount of the payment has been received in Sonarworks’ bank account.
3.12. Sonarworks may email an invoice to the Customer automatically or upon the Customer’s request.
3.13. All invoices are issued in accordance with the One Stop Shop (“OSS”) regime. The Customer may request the application of the reverse-charge VAT and/or a correction of the invoice issued in accordance with OSS within 14 days from the date of purchase by contacting Sonarworks at firstname.lastname@example.org.
4. Delivery and the transfer of risk
4.1. Sonarworks will aim to deliver the Products or commence provision of the Services within a reasonable time. If the Customer is a Consumer, the delivery shall, in any case, be within 60 days from the Sonarworks’ confirmation of the Offer. If Sonarworks has not delivered the Product or Service within the time specified above, the Consumer shall request Sonarworks to make the delivery within an additional period of time appropriate to the circumstances. If Sonarworks fails to deliver the Product or Service within that additional period of time, the Consumer is entitled to unilaterally withdraw from the Contract.
4.2. The Delivery times and dates stated on the Site, as well as any order confirmation or acceptance, are estimates only.
4.3. Hardware delivery
4.3.1. The Products will be delivered to a valid address indicated in the Offer (“Delivery Address”) by using the delivery service appointed by Sonarworks.
4.3.2. The Customer must check the Delivery Address on any acknowledgment or acceptance that Sonarworks provides and must, without delay, notify Sonarworks of any errors or omissions. Sonarworks reserves the right to charge the Customer for any extra costs arising from any changes that the Customer may make to the Delivery Address after the Customer has submitted the Offer. Changes that the Customer has made to the Delivery Address after submitting the Offer may cause a delay in the delivery.
4.3.3. The Product must be accepted by the person specified in the Offer. If the ordered Product is received by another person at the address indicated in the Offer, the Product will be considered received by the person specified in the Offer. Sonarworks is not in any way responsible for losses incurred by the Customer or third parties if the Customer has indicated an incorrect Delivery Address or incomplete recipient’s data, or if another person receives the Product at the Delivery Address.
4.3.4. If the delivery of the Product is not possible due to the Customer’s fault or due to circumstances dependent on the Customer (for example, the Customer refuses to accept the delivery of the Product without reasonable justification, the Customer has indicated the wrong Delivery Address or other false or misleading information, such as stating that the recipient is a legal person while the recipient is actually a natural person, the Customer or the person specified in the Offer is not present in the Delivery Address, the Delivery Address cannot be accessed), the Product will be returned to Sonarworks, will not be sent again, and the money for the Product will be refunded with the exception of payment for the delivery. If the Product is not returned to Sonarworks, the purchase price for the Product will not be refunded to the Customer, and the Customer will reimburse Sonarworks for any losses incurred by Sonarworks as a result of the circumstances set out in this clause.
4.3.5. The Customer should carefully check the Product upon delivery to ensure that it is in satisfactory condition, matches the description, and is complete.
4.3.6. If, at the time of delivery, the Customer finds that the packaging is damaged (for example, a damaged packing sticker or other external damage), this must be recorded in the delivery document on the seller’s copy. Otherwise, it is assumed that the shipment is delivered without damage.
4.4. Software delivery
4.4.1. After Sonarworks receives the payment for the software (“Software”), Sonarworks will provide the Customer with the license activation details. The Software is deemed to be delivered upon provision of the license activation details. The Customer may activate the copies of the Software downloaded from the Sonarworks’ Site by registering the license through the Sonarworks’ client portal.
4.5. Transfer of risk
4.5.1. If the Customer is a Consumer, the risk of accidental destruction and accidental deterioration of the Product passes to the Consumer upon the delivery of the Product.
4.5.2. If the Customer is an Entrepreneur, the risk of accidental destruction and accidental deterioration of the Product passes to the Entrepreneur upon delivery of the Product to the person designated to execute the delivery (carrier, shipper, etc.).
4.5.3. In the case of delivery of Software in connection with the downloading and sending of data over the Internet, the risk of data destruction or modification passes to the Customer upon data transmission via the network interface.
4.5.4. The delivery is considered to be performed, regardless of whether the Customer is in default with their acceptance.
5.1. If the Customer is an Entrepreneur, the Customer has the right to receive rectification or replacement of the Product or Service or revocation of the Contract and repayment of the price paid for the Product or Service when the Product or Service is not in conformity with the provisions of the Contract, provided that the Customer has notified Sonarworks about this non-conformity within 5 days of such a defect becoming apparent but no later than 30 working days of receipt of the Product or Service.
5.2. If the Customer is a Consumer, the statutory warranty of 24 months applies, provided that the Consumer has purchased the Product directly from Sonarworks.
5.3. The Consumer must submit a statement of claim to Sonarworks within 2 months from the day when he or she discovers the non-conformity of the Product or Service with the Contract. The date will be considered as the date of purchase of the Product or Service when Sonarworks has delivered and the Consumer has received the relevant Product or Service.
5.4. Non-conformity of the Product
5.4.1. If a Product that Sonarworks has sold to a Customer does not conform to the Contract, the Customer is entitled to require the performance of one of the following actions:
18.104.22.168. rectification of the non-conformity of the Product;
22.214.171.124. exchange of the Product;
126.96.36.199. appropriate reduction of the price of the Product;
188.8.131.52. revocation of the Contract and repayment of the amount paid for the Product.
5.4.2. The Customer is entitled to request Sonarworks to rectify a non-conformity of the Product or exchange the Product in accordance with Article 5.4.1 of these Terms free of charge to the Customer, except in cases where it is not possible or is disproportionate.
5.4.3. Sonarworks may refuse to rectify the non-conformity of the Product and/or to exchange the Product if this is not possible or if the associated cost for Sonarworks is disproportionate given the value of the Product and the significance of the nonconformity.
5.4.4. The rectification of the non-conformity or the exchange of the Product will be considered disproportionate if it causes such costs for Sonarworks that are not proportionate to the alternative means referred to in this Section in view of:
184.108.40.206. the value of the Product without the non-conformity;
220.127.116.11. the significance of the non-conformity;
18.104.22.168. whether the use of alternative means causes a significant inconvenience for the Consumer.
5.4.5. Sonarworks will exchange the Product or rectify its non-conformity free of charge (including without compensation for consignment of the Product, work, materials, and other costs) and within a reasonable period of time, without causing an inconvenience to the Consumer and considering the nature and intended purpose of use of the Product.
5.4.6. The Consumer is entitled to request Sonarworks to reduce the price of the Product or revoke the Contract and repay the amount paid for the Product if Sonarworks, within a reasonable period of time, has not rectified the non-conformity of the Product or has not exchanged the Product or, despite Sonarworks’ efforts, the Product is still not in conformity, or the non-compliance is so significant that it justifies an immediate reduction in the price or cancellation of the Contract, or Sonarworks has stated or it is clear from the circumstances that Sonarworks will not remedy the non-conformity of the Product or ensure its exchange within a reasonable time or significantly inconvenience the Consumer.
5.4.7. In reducing the price of the Product or revoking the Contract and refunding the amount paid for the Product to the Consumer, the depreciation of the Product or benefit acquired by the Consumer while using the Product, which the Parties have agreed upon, may be taken into account.
5.4.8. If the non-conformity of the Product with the provisions of the Contract is minor and cannot substantially affect the Consumer’s ability to use the Product, the Consumer may not require Sonarworks to revoke the Contract and repay the amount paid for the Product. The non-conformity of the Product with the provisions of the Contract is deemed to be minor if it does not reduce the quality of the performance of the basic functions of the Product or characteristics of use, and it can be rectified without creating changes in the external appearance of the Product that can be visually determined.
5.4.9. If the non-conformity of the Product with the Contract results from incorrect or inadequate installation of the Product when the installation has been performed by Sonarworks or a third party in accordance with a contract entered into with Sonarworks, or if the Consumer has installed the Product according to incorrect (inaccurate) instructions, the Product is deemed to be not conforming to the Contract and the Consumer is entitled to require fulfillment of the requirements provided for in this Section.
5.4.10. If the Consumer has the right to request the revocation of the Contract, the Consumer must return the Product to Sonarworks at the expense of Sonarworks, and Sonarworks will reimburse the Consumer for the amount paid for the Product at the time of receipt of the Product or prove that the Product has been returned.
5.4.11. If the Consumer transports the Product, Sonarworks will, within 3 working days after receipt of the document confirming the expenses, compensate for the expenses incurred by the Consumer due to transportation of the Product.
5.4.12. In order to be considered eligible for warranty, the Customer must submit the Product to Sonarworks along with a valid sales receipt detailing the following information:
- The name of the retailer;
- Date of purchase;
- Model or SKU number of the Product ;
- Serial number, if available;
- Microphone profile ID if a microphone is featured in the purchased Product. 5.5. Failure to supply a sales receipt with all the required information above can result in the denial of warranty.
5.6. To be considered eligible for warranty, the Products must be shipped in their original packaging or otherwise suitably protected to avoid damage during shipping. Sonarworks will not be responsible for any damage incurred during shipment.
5.7. Non-conformity of the Service
5.7.1. If Sonarworks has provided a Service not conforming to the provisions of a Contract to the Consumer, the Consumer is entitled to request the rectification of the non-conformity free of charge. If this is not possible, the Consumer is entitled to request a reduction in the price of the Service or a refund of the amount paid for the Service. In reducing the price of the Service or revoking the Contract and refunding the amount paid for the Service to the Consumer, the benefit acquired by the.
Consumer while using the Service, which the Parties have agreed upon, may be taken into account.
5.7.2. Sonarworks has an obligation to fulfill a request referred to in Article 5.7.1 of these Terms, which is appropriate and proportionate taking into account the nature of the Service and the non-conformity, without causing an inconvenience to the Consumer.
5.8. This limited Product warranty is Sonarworks’ only warranty and the Customer’s only remedy concerning the Product. All other representations, warranties, or conditions, expressed or implied, written or oral, including but not limited to any warranties or guarantees of merchantability, fitness for a particular purpose, or non-infringement, are expressly excluded. As a result, except as outlined in the previous paragraphs, the Product is sold “as is” and the Customer is assuming the entire risk as to the Product’s suitability to the Customer’s needs, as well as its quality and its performance.
5.9. Some jurisdictions do not allow the exclusion of implied warranties or limitations on applicable statutory rights of a consumer, so the above exclusion and limitations may not apply in such cases.
5.10. Sonarworks does not provide Customers any guarantees in a legal sense unless this is done expressly in individual cases.
6. Right of withdrawal
6.1. If the Customer is a Consumer, he or she may use the right to withdraw from the Contract, without giving any reason, within the time specified below.
6.2. The right of withdrawal may be exercised within 14 days:
6.2.1. from the date of conclusion of the Contract if the Contract concerns the delivery of Software or the provision of Services;
6.2.2. from the date of delivery if the Product is delivered to a physical location. 6.3. The right of withdrawal ends or does not apply:
6.3.1. if the Consumer has received all of the Services ordered;
6.3.2. in case of the purchase of digital content within the term of the right of withdrawal where the delivery is initiated with the express consent of the Consumer and Sonarworks has received confirmation from the Consumer of the denial of the right of withdrawal;
6.3.3. if the Products are made specially to the Consumer’s order.
6.4. Before the expiration of the withdrawal period, the Consumer must inform Sonarworks of his or her decision to withdraw from the Contract by submitting a withdrawal form or notification regarding the use of the right of withdrawal. The deadline will be deemed to have been met if the Consumer sends a withdrawal form or notification regarding the use of the right of withdrawal to Sonarworks before the expiration of the withdrawal period. The Consumer must prove the use of the right of withdrawal.
6.5. To exercise the right of withdrawal, the Consumer must inform Sonarworks of the decision to withdraw from the Contract by an unequivocal statement (e.g., a letter sent by post or email), contact details:
Address: Smerla street 3, Building No. 5, Riga, LV-1006, Latvia
E-mail address: email@example.com
The Consumer may use the model withdrawal form, but it is not mandatory.
6.6. The sending of a withdrawal form or a notification regarding the use of the right of withdrawal terminates the Contract and releases the Consumer from any contractual obligations arising from the Contract.
6.7. The Consumer must send the Product back to Sonarworks:
Address: Smerla street 3, Building No. 5, Riga, LV-1006, Latvia
without undue delay and in any event not later than 14 days from the day on which the Consumer has submitted a withdrawal form or a notification regarding the use of the right of withdrawal to Sonarworks.
6.8. Sonarworks will reimburse all payments received from the Consumer, including costs paid by the Consumer for the initial delivery of the Product to the Consumer (except in the case specified in Article 6.9 of these Terms), without undue delay and in any event not later than 14 days from the date on which Sonarworks was informed of the Consumer’s decision to withdraw from the Contract, except in the case specified in Article 6.10 of the Terms. Sonarworks will carry out the reimbursement using the same means of payment as the Consumer used for the initial transaction unless the Consumer has expressly agreed to other means of payment.
6.9. If the Customer has expressly opted for a type of initial delivery other than the least expensive type of standard delivery offered by Sonarworks, Sonarworks will not be required to reimburse the supplementary costs.
6.10. Sonarworks is entitled to withhold the reimbursement of the amount paid by the Customer in accordance with the Contract until Sonarworks has received the Product back, or until the Customer has supplied evidence of having sent back the Product to Sonarworks, whichever is the earliest.
6.11. The Customer shall bear the direct costs of returning the Product, except for the cases when Sonarworks has agreed to bear such costs.
6.12. The Customer shall be liable for any diminished value of the Product resulting from the handling of the Product other than what is necessary to establish the nature, characteristics, and functioning of the Product.
7. Limitation of liability
7.1. The Sonarworks liability under these Terms (whether for negligence, breach of contract, misrepresentation, or otherwise) will be limited to the price payable for the Product or Service.
7.2. In no case will Sonarworks be liable for incidental, indirect, or consequential damages or any loss of income, revenue, profits, contracts, data, goodwill, or savings.
7.3. There are certain liabilities that cannot be excluded under applicable law. In particular, nothing in these Terms limits Sonarworks’ liability for personal injury or death caused by Sonarworks’ negligence or Sonarworks’ liability for fraud, or for breach of any term implied by applicable consumer rights legislation and which, by applicable law, may not be limited or excluded.
7.4. If a Customer is a Consumer, he or she may have certain consumer rights, including legal rights relating to the non-conformity of the Product(s). Nothing in these Terms will affect these legal rights.
8. Use rights
8.1. If the Customer has purchased Software, the Customer is given a simple, non-exclusive, non-transferable right to use the licensed Software for a period indicated in the Product description at the time when the payment of the invoice is received in full. The Sonarworks End User License Agreement (EULA) will apply as well.
8.2. If the use rights granted to the Customer ends, for example, after the exercise of a contractual or statutory right of rescission, the Customer is obligated to erase all stored data, upon which the acquisition of goods purchased from Sonarworks was based, from the Customer’s computer system, unless this is prohibited due to legal or regulatory provisions. All data, media, and copies or written documentation or documentation in text form of relevant Sonarworks data must be immediately deleted or returned to Sonarworks.
9. Governing law and jurisdiction
9.1. These Terms will be governed by the law of the Republic of Latvia, and Sonarworks and the Customer both agree to the non-exclusive jurisdiction of the courts of the Republic of Latvia over the Terms and any matter related to them. This choice of law also applies to the Customers who are Consumers, but only insofar as the protection granted by mandatory provisions of the laws of the country in which the Customer has his habitual residence is not withdrawn thereby. This choice of law furthermore only applies to Customers insofar as no other law is chosen for certain provisions of these Terms. The provisions of the United Nations Convention on Contracts for the International Sale of Goods are not applicable.
9.2. If the Customer is a Consumer, he or she has the right to lodge a complaint with the Consumer Rights Protection Center of the Republic of Latvia, address: Brīvibas iela 55, Riga, Latvia, LV-1010, email: firstname.lastname@example.org, website: http://www.ptac.gov.lv
10.1. Each party will comply with the export laws and regulations of the United States, European Union, and other applicable jurisdictions in providing and using the Products and Services. 10.2. The Customer recognizes that there may be circumstances outside Sonarworks’ reasonable control that would prevent Sonarworks from providing the Customer with the Product or Service that the Customer has ordered. Circumstances beyond Sonarworks’ reasonable control may include (but are not limited to) any act of God, war, riot, civil commotion, government action, explosion, fire, flood, storm, accident, strike, lock-out, trade dispute, or labor disturbance, breakdown of plant or machinery, interruption in the supply of power or materials. In such cases, whilst Sonarworks will do its best to fulfill the Order, Sonarworks cannot be responsible for the failure or delay in doing so, and in such an event Sonarworks may elect to cancel the Order and refund any payments made. The Customer may request that the Order be canceled if it has not been fulfilled within 30 days of having been made. 10.3. Sonarworks cannot always ensure continuous access to its Site and Store due to technical factors such as telecommunication networks being overloaded. Sonarworks is in fulfillment of its service obligation if it grants access to its Site and Store and offers over 95% of the total time of a calendar month. Customers will be informed in advance if Sonarworks’ service is limited due to maintenance work.
10.4. The Products and Services the Customer has purchased may have applicable terms and conditions from the manufacturer, licensor, or supplier of the respective Product and Services supplied. The Customer should refer to the relevant documentation supplied with the Product or Service for such terms and conditions. Such terms will govern the Customer’s use of the Product or Service and, in the event of a conflict with these Terms, the former shall prevail.
10.5. No delay by either Party in enforcing any of these Terms will restrict the rights that either of Parties has under them.
10.6. No waiver of any term or condition of these Terms will be effective unless made in writing and signed by Sonarworks.
10.7. If a court of competent jurisdiction finds any provision or portion of these Terms to be illegal, unenforceable, or invalid, the remainder of these Terms (to the fullest extent permitted by law) will continue in full force and effect.
10.8. Sonarworks reserves the right to change or supplement these Terms in the future. Amendments to the Terms will be announced on the Site.
10.9. If the Customer uses a Service provided by Sonarworks, changes to these Terms will be announced to the Customer by email at least one month before the proposed changes. If the Customer does not express any disagreement with the change to the Terms within two weeks after sending the announcement or the Customer continues the contractual relationship through the use of Sonarworks Services, the changes will be considered valid with respect to this Customer.
10.10. Please refer to the contact details in Article 1.2 should you need to contact Sonarworks for any reason in connection with these Terms.