Graphite Publishing, LLC Website Terms of Use and Conditions of Order

This Website Terms of Use and Conditions of Order Agreement (“Agreement”) is made by and between Graphite Publishing, LLC (“Graphite Publishing, LLC,” “Us, “We” or “Our”) and you (“you,” “your,” or “User”). This Agreement contains the terms and conditions that govern your use of this website including making submissions and using other materials provided through this website.

BY ACCESSING, VISITING, BROWSING, USING, OR ATTEMPTING TO INTERACT WITH ANY PART OF THIS WEBSITE, INCLUDING WITHOUT LIMITATION THE WEBSITE’S SUBMISSION PROCESS, FORMS, OR ONLINE STORE (COLLECTIVELY “SERVICES”), YOU AGREE, ON YOUR OWN BEHALF PERSONALLY, AND ON BEHALF OF ANY ENTITY FOR WHICH YOU ARE AN AGENT OR YOU APPEAR TO REPRESENT, THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, DO NOT ACCESS OR USE ANY PART OF THIS WEBSITE.

GRAPHITE PUBLISHING, LLC RESERVES THE RIGHT, FROM TIME TO TIME, WITH OR WITHOUT NOTICE TO YOU, TO MAKE CHANGES TO THIS AGREEMENT IN GRAPHITE PUBLISHING, LLC’S SOLE DISCRETION. CONTINUED USE OF ANY PART OF THIS WEBSITE CONSTITUTES YOUR ACCEPTANCE OF SUCH CHANGES. THE MOST CURRENT VERSION OF THIS AGREEMENT, WHICH SUPERSEDES ALL PREVIOUS VERSIONS, CAN BE REVIEWED BY CLICKING ON THE HYPER-LINKS FOR THIS AGREEMENT LOCATED AT THE BOTTOM AND WITHIN VARIOUS PAGES ON THE GRAPHITE PUBLISHING, LLC WEBSITE INCLUDING WITHOUT LIMITATION ITS MAIN LANDING PAGE.

THIS WEBSITE IS INTENDED FOR USE BY INDIVIDUALS 13 YEARS OF AGE OR OLDER. WE HAVE NO INTENT TO COLLECT INFORMATION FROM CHILDREN UNDER THE AGE OF 13. ALTHOUGH OUR WEBSITE IS INTENDED TO BE CHILD-SAFE, IF YOU ARE UNDER THE AGE OF 13, YOU MAY NOT ACCESS OR USE THIS WEBSITE WITHOUT THE CONSENT OF YOUR PARENT OR GUARDIAN.

TERMS OF USE
1. ACCESS TO THIS SITE
To access this website or some of the resources it offers, including contacting Graphite Publishing, LLC, you may be asked to provide certain registration details or other information such as your name, e-mail address, and other credentials. It is a condition of your use of this website that all the information you provide on this website will be correct, current, and complete. If Graphite Publishing, LLC believes the information you provide is not correct, current, or complete, Graphite Publishing, LLC has the right to refuse you access to this website or any of its resources, and to terminate or suspend your access at any time.

2. RESTRICTIONS ON USE
You may use this website for purposes expressly permitted by this website. As a condition of your use of Graphite Publishing, LLC’s website, you warrant to Graphite Publishing, LLC that you will not use the website for any purpose that is unlawful or prohibited by this agreement. For example, you may not (and may not authorize any party to) (i) co-brand this website, or (ii) frame this website, without the express prior written permission of an authorized representative of Graphite Publishing, LLC. For purposes of this Agreement, “co-branding” means to display a name, logo, trademark, or other means of attribution or identification of any party in such a manner as is reasonably likely to give a user the impression that such other party has the right to display, publish, or distribute this website or Content accessible within this website. You agree to cooperate with Graphite Publishing, LLC in causing any unauthorized co-branding or framing immediately to cease. Competitors and third party aggregators may not connect “deep links” to the website, i.e., create links to this website that bypass the home page or other parts of the website without the prior written permission of Graphite Publishing, LLC.

In addition, you may not use Graphite Publishing, LLC’s website in any manner which could disable, overburden, damage, or impair the website or interfere with any other party’s use and enjoyment of the website. You may not obtain or attempt to obtain any materials, Content, or information through any means not intentionally made available or provided for through the website. You may not use scrapers, bots, spiders, or other automated tools to collect or index the Content of this website without our express permission. You may not attempt to probe, scan or test the vulnerability of the website or any system to which it is connected or attempt to breach any security measures. Your use of this website is strictly for non-commercial use only unless otherwise authorized in writing by Graphite Publishing, LLC.

3. ADDITIONAL USE LIMITATION
You may not use, copy, modify, create derivative works, merge, publish, distribute, sublicense, and/or sell copies of any information, Content, software, products, or services obtained from or otherwise connected to Graphite Publishing, LLC’s website except as expressly permitted by Graphite Publishing, LLC.

4. PROPRIETARY INFORMATION
The material and content accessible from this website, and any other website owned, operated, licensed, or otherwise controlled by Graphite Publishing, LLC, including without limitation all text, video, audio, streaming content, graphics, images, photographs and other content whether perceptible or not to a human (the “Content”) is the proprietary information of Graphite Publishing, LLC or the party that provided or licensed the Content to Graphite Publishing, LLC, whereby such providing party retains all right, title, and interest in the Content subject to the license grants contained herein for Submissions. Accordingly, except as expressly authorized by Graphite Publishing, LLC, the Content may not be used, copied, modified, used to create derivative works, merged, published, distributed, sublicensed, sold, or transmitted in any way without the prior written consent of Graphite Publishing, LLC or, in the case of the Submissions, except as is consistent with the license granted by users as set forth in this Agreement. Modification or use of the Content except as expressly provided in this Agreement violates Graphite Publishing, LLC’s intellectual property rights and/or the intellectual property rights of others. Neither title nor intellectual property rights in and to the website or its Content are transferred to you by access to this website.

5. HYPER-LINKS
This website may be hyper-linked to other websites which are not maintained by, or related to, Graphite Publishing, LLC and may contain information about products or services that are not related to or endorsed by Graphite Publishing, LLC. Hyper-links to such websites are provided as a service to users and are not sponsored by or affiliated with this website or Graphite Publishing, LLC. Graphite Publishing, LLC has not reviewed any or all of such websites and is not responsible for the content of those websites or the descriptions of their products and services. Graphite Publishing, LLC is not responsible for webcasting or any other form of transmission received from any hyper-linked website. Hyper-links are to be accessed at the user’s own risk, and Graphite Publishing, LLC makes no representations or warranties about the content, completeness, or accuracy of these hyper-links or the websites hyper-linked to this website. Graphite Publishing, LLC provides hyper-links as a convenience, and the inclusion of any hyper-link to a third-party website does not necessarily imply endorsement by Graphite Publishing, LLC of that website, its products or services, or any association with its operators.

6. USE OF COMMUNICATION SERVICES
Graphite Publishing, LLC’s website may contain forums, chat areas, and/or other message or communication facilities and the ability to make Review Submissions designed to allow you to communicate with us, the Internet community, or with a group (collectively, “Communications Services”). You agree to use the Communication Services only to post, send and receive messages and content that are proper and related to the particular Communication Service and, in the case of a blog topic or other similar post, that are related to that main post.

Among other actions, when using a Communication Service, you agree that you will not post, send, submit, publish, or transmit in connection with this website any material that:
(i) you do not have the right to post, including proprietary material of any third party, such as files containing photos, audio, video or other material protected by intellectual property laws (or by rights of privacy or publicity);
(ii) advocates illegal activity or discusses an intent to commit an illegal act;
(iii) is vulgar, obscene, pornographic, or indecent;
(iv) does not pertain directly to this website and our mission or the main post to which a comment is directed;
(v) threatens or abuses others, libels, defames, invades privacy, stalks, is obscene, pornographic, racist, abusive, harassing, threatening, or offensive;
(vi) seeks to exploit or harm children by exposing them to inappropriate content, asking for personally identifiable details, providing personally identifiable details about children, showing children in inappropriate or illegal situations, or otherwise;
(vii) harvests or otherwise collects information about others, including e-mail addresses, without their consent;
(viii) violates any law or may be considered to violate any law;
(ix) impersonates or misrepresents your connection to any other entity or person or otherwise manipulates headers or identifiers to disguise the origin of the content;
(x) advertises any commercial endeavor (e.g., offering for sale products or services) or otherwise engages in any commercial activity (e.g., conducting raffles or contests, displaying sponsorship banners, and/or soliciting goods or services) except as may be specifically authorized on this website or by Graphite Publishing, LLC;
(xi) solicits funds, advertisers, or sponsors;
(xii) includes programs that contain viruses, worms, and/or Trojan horses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications;
(xiii) disrupts the normal flow of dialogue, causes a screen to scroll faster than other users are able to type, redirects or misleads other users into visiting other sites or viewing unintended content in a misleading or deceptive way, or otherwise acts in a way which affects the ability of other people to engage in real-time activities via this website;
(xiv) amounts to a “pyramid” or other like scheme, including contests, chain letters, and surveys;
(xv) disobeys any policy or regulations including any code of conduct or other guidelines, established from time to time regarding use of this website or any networks connected to this website; or
(xvi) contains hyper-links to other websites that contain content that falls within the descriptions set forth above.

Graphite Publishing, LLC reserves the right to monitor use of this website to determine compliance with this Agreement, as well as the right to remove or refuse any information, including any Review Submission for any reason. Graphite Publishing, LLC reserves the right to terminate your access to any or all of the Communication Services and/or the website at any time without notice for any reason whatsoever. Graphite Publishing, LLC also reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process, or governmental request, or to edit, refuse to post or to remove any information, Review Submissions, or materials, in whole or in part, in its sole discretion.

Notwithstanding these rights, you remain solely responsible for the content of your Review Submissions. You acknowledge and agree that neither Graphite Publishing, LLC nor any third party that provides Content to Graphite Publishing, LLC for your use, performance, display, viewing, distribution, modification, or other purpose will assume or have any liability for any action or inaction by Graphite Publishing, LLC or such third party with respect to any Review Submission. Graphite Publishing, LLC cautions you against giving out any personally identifying information about yourself or your children in any Communication Service. Graphite Publishing, LLC does not control or endorse the content, messages, or information found in any Communication Service and, consequently, Graphite Publishing, LLC specifically disclaims any liability with respect to the Communication Services and any actions resulting from your participation in any Communication Service including without limitation any Review Submissions.

7. SUBMISSIONS
Review Submissions
You hereby grant to Graphite Publishing, LLC the royalty-free, perpetual, irrevocable, worldwide, non-exclusive right and license to use, copy, modify, create derivative works, merge, publish, distribute, sublicense, and/or sell copies of any content, remarks, suggestions, ideas, graphics, or other information communicated to Graphite Publishing, LLC through this website (together, the “Review Submission”), and to incorporate any Review Submission, in whole or in part or modified as Graphite Publishing, LLC sees fit, in other works in any form, media, or technology now known or later developed. You hereby waive in perpetuity all so-called “moral rights,” rights of integrity, or rights of attribution. You further agree that Graphite Publishing, LLC may use your name, likeness, pseudonym, avatar, or other information related to your identity and provided to Graphite Publishing, LLC through the website in conjunction and in relation to your Review Submission and you waive any right of publicity or privacy related thereto. You represent and warrant that you have all the rights and permissions necessary to grant the above license, including without limitation any necessary licenses or assignments of copyrights, publicity rights, and privacy rights, and that your Review Submission conforms to all of the terms and conditions of this Agreement including without limitation restrictions related to the use of the Communication Service. Graphite Publishing, LLC will not be required to treat any Review Submission as confidential, and may use any Review Submission in its business (including without limitation, for products or advertising) without incurring any liability for royalties or any other consideration of any kind, and will not incur any liability as a result of any similarities that may appear in future Graphite Publishing, LLC operations.

You warrant and represent that you own or otherwise control all of the rights to any Review Submission including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Review Submission and grant the license you provide in accordance with this Agreement, and that the Review Submission will not violate any law or the rights, including without limitation the intellectual property rights, of any person or entity.

Graphite Publishing, LLC may use your Review Submission in its sole discretion, and your Review Submission is in no way guaranteed to be posted or otherwise displayed or distributed by Graphite Publishing. Review Submissions that have been accepted and will be placed on the Graphite Publishing website or otherwise used by Graphite Publishing, LLC may not appear or be used immediately after their submission.

If you have any questions about our Review Submissions terms, you may contact us via Contact Us (forms-based method of communicating with Graphite Publishing, LLC), or through the contact information provided below.

Score Submissions
Graphite Publishing, LLC does not accept Unsolicited Score Submissions. Graphite Publishing, LLC ONLY accepts score submissions through Graphite Publishing, LLC’s formal Submission Process. Please view the Submission Process webpage for the Submission Process Guidelines, the Score Submission review cycle, terms for Score Submissions, and other related information. If information regarding Graphite Publishing, LLC’s Submission Process is not available, please contact us via Contact Us (forms-based method of communicating with Graphite Publishing, LLC), or through the contact information provided below.

Please do not submit any unsolicited ideas, original creative works, suggestions, or other works (“Score Submissions”) in any form to Graphite Publishing, LLC or any of its employees. Strict adherence with the guidelines of the formal Submission Process is required. Score submissions that do not adhere to Graphite Publishing, LLC’s submission guidelines are considered Unsolicited Score Submissions. The purpose of this policy is to avoid potential misunderstanding or disputes when Graphite Publishing, LLC’s products or services might seem similar to ideas submitted to Graphite Publishing, LLC. If, despite our request to adhere to the Graphite Publishing, LLC’s Submission Process, you send an Unsolicited Score Submission, then regardless of what your letter states, the following terms shall apply to your Unsolicited Score Submission:
• Graphite Publishing, LLC is under no obligation to review, keep, acknowledge, or return any Unsolicited Score Submission or any related materials.
• Your Unsolicited Score Submission and its contents will automatically become the property of Graphite Publishing, LLC, without any compensation to you or any third party.
• Graphite Publishing, LLC will have no obligation to keep your submission confidential.
• Graphite Publishing, LLC may use or redistribute the Unsolicited Score Submission and its contents for any purpose whatsoever, commercial or otherwise, without any restriction.
• Receipt of an Unsolicited Score Submission in no way implies an offer for publication or production. Receipt of an Unsolicited Score Submission does not constitute an express or implied contract.

If you have any questions about our Submissions Policy, you may contact us via Contact Us (forms-based method of communicating with Graphite Publishing, LLC), or through the contact information provided below. Please read the Submission Process webpage for the Submission Process Guidelines.

8. DISCLAIMER
You understand that Graphite Publishing, LLC cannot and does not guarantee or warrant that the website or its Content, or any files, including without limitation Content, available for downloading from the Internet will be free of viruses, worms, Trojan horses, or other code that may manifest contaminating or destructive properties. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to this website for any reconstruction of any lost data. We are not responsible in any way for any lost or deleted Review Submissions. Graphite Publishing, LLC does not assume any responsibility or risk for your use of the Internet.

The Content is not necessarily complete and up-to-date and should not be used to replace any written reports, statements, or notices provided by Graphite Publishing, LLC. Except as set forth in this Agreement itself, nothing on this website constitutes a guarantee, warranty, or promise of any type. All product sales are pursuant to separate, written agreements or, if ordered through Graphite Publishing, LLC’s online store, the Conditions of Order as set forth in this Agreement. The Content should not be relied upon by you or any other party for personal, medical, or legal decisions and you should consult an appropriate professional for specific advice tailored to your situation.

YOUR USE OF THIS WEBSITE IS AT YOUR OWN RISK. THE CONTENT IS PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED. GRAPHITE PUBLISHING, LLC DISCLAIMS ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. GRAPHITE PUBLISHING, LLC DOES NOT WARRANT THAT THE FUNCTIONS OR CONTENT CONTAINED IN THIS WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. GRAPHITE PUBLISHING, LLC DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING USE, OR THE RESULT OF USE, OF THE CONTENT IN TERMS OF ACCURACY, RELIABILITY, OR OTHERWISE. THE CONTENT MAY INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS, AND GRAPHITE PUBLISHING, LLC MAY MAKE CHANGES OR IMPROVEMENTS AT ANY TIME. YOU, AND NOT GRAPHITE PUBLISHING, LLC, ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION IN THE EVENT OF ANY LOSS OR DAMAGE ARISING FROM THE USE OF THIS WEBSITE OR ITS CONTENT. GRAPHITE PUBLISHING, LLC MAKES NO WARRANTIES THAT YOUR USE OF THE CONTENT WILL NOT INFRINGE THE RIGHTS OF OTHERS AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ERRORS OR OMISSIONS IN SUCH CONTENT.

All of the information in this website, whether historical in nature or forward-looking, speaks only as of the date the information is posted on this website, and Graphite Publishing, LLC does not undertake any obligation to update such information after it is posted or to remove such information from this website if it is not, or is no longer accurate or complete.

Like most websites, this website is accessible worldwide. However, not all products or services offered by Graphite Publishing, LLC are available to all persons or in all geographic locations. Graphite Publishing, LLC reserves the right to limit the provision of its products to any person, geographic area, or jurisdiction and to limit the quantities of any products or services that it provides. You agree to comply with all applicable laws and local rules regarding the transmission of technical data, acceptable content, and online conduct.

9. LIMITATION ON LIABILITY
GRAPHITE PUBLISHING, LLC, ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS WILL NOT BE LIABLE FOR ANY INCIDENTAL, DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR OTHER DAMAGES, INCLUDING LOSS OF REVENUE OR INCOME, PAIN AND SUFFERING, EMOTIONAL DISTRESS, OR SIMILAR DAMAGES, EVEN IF GRAPHITE PUBLISHING, LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL THE COLLECTIVE LIABILITY OF GRAPHITE PUBLISHING, LLC AND ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED THE MINIMUM AMOUNT ALLOWED BY LAW IF A TOTAL DISCLAIMER OF ALL LIABILITY IS NOT ALLOWED.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES SUCH AS INCIDENTAL OR CONSEQUENTIAL DAMAGES. AS A RESULT, THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

LIMITATIONS OF LIABILITY RELATED TO PRODUCTS PURCHASED THROUGH GRAPHITE PUBLISHING, LLC’S ONLINE STORE ARE SET FORTH IN THE CONDITIONS OF ORDER.

Any cause of action against Graphite Publishing, LLC, SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS with respect to the website or its Content must be instituted within one (1) year from the date on which the claim arose.

10. TERMINATION OR RESTRICTION OF ACCESS
Graphite Publishing, LLC reserves the right, in its sole discretion, to terminate your access to the Graphite Publishing, LLC’s website or any portion thereof and the related services or any portion thereof at any time, without notice.

11. INDEMNITY
You will defend, indemnify and hold Graphite Publishing, LLC, its subsidiaries, affiliates, licensors, licensees, content providers, service providers, employees, agents, officers, directors, and contractors (the “Indemnified Parties”) harmless from any breach of this agreement by you, including without limitation any use of Content other than as expressly authorized in this agreement and any claim or damage of any type regarding or relating to your Submission, such indemnification including without limitation any and all resulting loss, damages, judgments, awards, costs, settlements, expenses, and attorney’s fees (including without limitation for the cost of defense) of the Indemnified Parties in connection therewith. You will also indemnify, including any all resulting loss, damages, judgments, awards, costs, settlements, expenses, and attorney’s fees of the Indemnified Parties, and hold the Indemnified Parties harmless from and against any claims brought by third parties arising out of your breach of this Agreement or use of the website and its Content.

12. TRADEMARKS AND COPYRIGHTS
Trademarks, service marks, logos, and copyrighted works appearing in this website are the property of Graphite Publishing, LLC or the party that provided the trademarks, services marks, logos, and copyrighted works to Graphite Publishing, LLC. Graphite Publishing, LLC and any party that provided trademarks, service marks, logos, and copyrighted works to Graphite Publishing, LLC retain all rights with respect to any of their respective trademarks, service marks, logos, and copyrighted works appearing in this website.

All Content of Graphite Publishing, LLC’s website owned by Graphite Publishing, LLC is: Copyright © 2016 Graphite Publishing, LLC, All rights reserved.

13. COPYRIGHT INFRINGEMENT
If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Graphite Publishing, LLC’s copyright agent the written information specified below. Please note that this procedure is exclusively for notifying Graphite Publishing, LLC and its affiliates that your copyrighted material has been infringed.
An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
A description of the copyrighted work that you claim has been infringed upon;
A description of where the material that you claim is infringing is located on the website, including the Submission name or ID, if applicable;
Your address, telephone number, and e-mail address;
A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

Graphite Publishing, LLC’s Copyright Agent for notice of claims of copyright infringement on its website can be reached as follows:
Copyright Agent:
Timothy C. Takach
1300 W. Medicine Lake Dr. #116
phone: 612.961.0460
fax: 419.821.6507
e-mail: Takach@graphitepublishing.com

14. SECURITY
Any passwords used for this website including, without limitation, any customer profiles used in relation to the online store are for individual use only. You will be responsible for the security of your password (if any). Graphite Publishing, LLC will be entitled to monitor your password and, at its discretion, require you to change it. If you use a password that Graphite Publishing, LLC considers insecure, Graphite Publishing, LLC will be entitled to require the password to be changed and/or terminate your account.

You are prohibited from using any services or facilities provided in connection with this website to compromise security or tamper with system resources and/or accounts. The use or distribution of tools designed for compromising security (e.g., password guessing programs, cracking tools, or network probing tools) is strictly prohibited. If you become involved in any violation of system security, Graphite Publishing, LLC reserves the right to release your details to system administrators at other websites in order to assist them in resolving security incidents. Graphite Publishing, LLC reserves the right to investigate suspected violations of this agreement.

Graphite Publishing, LLC reserves the right to fully cooperate with any law enforcement authorities or court order requesting or direction Graphite Publishing, LLC to disclose the identity of anyone posting any messages, or publishing or otherwise making available any materials that are believed to violate this agreement. BY ACCEPTING THIS AGREEMENT YOU WAIVE AND HOLD HARMLESS GRAPHITE PUBLISHING, LLC FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY GRAPHITE PUBLISHING, LLC DURING OR AS A RESULT OF ITS INVESTIGATIONS AND/OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER GRAPHITE PUBLISHING, LLC OR LAW ENFORCEMENT AUTHORITIES.

15. MISCELLANEOUS
The laws of the State of Minnesota shall apply to this Agreement, without regard to any conflict of laws provisions. The 1980 United Nations Convention on Contracts for the International Sale of Goods, the United Nations Convention on the Limitation Period in the International Sale of Goods, and the Uniform Computer Information Transactions Act, and any implementations thereof in various jurisdictions and any subsequent revisions thereto, shall not apply to these Terms of Use. Any controversy or claim arising out of or relating to these Terms of Use or your use of the website or the Content (a “Dispute”) shall be settled by arbitration under the rules provided by the American Arbitration Association (AAA), and you hereby waive any right you may otherwise have to a jury trial. A single arbitrator shall preside over any arbitration, and such arbitrator shall, in his or her sole discretion, determine the arbitrability of any alleged Dispute. Any arbitration shall be conducted in Minneapolis, Minnesota. To the fullest extent permitted by applicable law, no arbitration under this Agreement will be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise. The prevailing party shall be entitled to an award of costs and expenses, including reasonable attorney fees. The arbitrator(s) shall have no authority to directly or indirectly award any form of consequential damages, as such damages have been waived by the parties to this Agreement. Such prohibited damages include lost profits; any form of overhead not directly incurred at the project site, such as home office overhead; wage or salary increases; ripple or delay damages; loss of productivity; increased cost of funds for the project; extended capital costs; lost opportunity to work on other projects; inflation costs of labor, material, or equipment; non – availability of labor, material or equipment due to delays; increased costs of bonding due to delay; or any other indirect losses arising from the conduct of the parties to this Agreement. The award shall be final and binding on the parities and may be entered in any state or federal court within or without the State of Minnesota. Notwithstanding the foregoing, in lieu of or addition to any other remedies available to Graphite Publishing, LLC, Graphite Publishing, LLC may seek injunctive or other relief in any state, federal, or national court of competent jurisdiction for any actual or alleged infringement of Graphite Publishing, LLC’s or any third party’s intellectual property or proprietary rights. You hereby irrevocably consent to non-exclusive jurisdiction and venue of the State and Federal courts of the State of Minnesota with respect to any such injunctive or other relief. You further acknowledge that Graphite Publishing, LLC’s rights in its intellectual property are of a special, unique, extraordinary character, giving those rights peculiar value, the unauthorized use, disclosure, or loss of which cannot be readily estimated and may not be adequately compensated for in monetary damages. Any Dispute must be instituted within one (1) year from the date on which the claim arose.

If any part of this Agreement is unlawful, void, or unenforceable, that part will be deemed severable, shall be modified by a court of competent jurisdiction to reflect to the maximum extent possible the original intention of the parties as dictated by the original wording, and will not affect the validity and enforceability of any remaining provisions.

Graphite Publishing, LLC may assign or otherwise convey any of its rights and obligations under this Agreement, but you may not. All of the terms and conditions of this agreement shall inure and be binding upon any party’s permitted successors and assigns.
You agree that no joint venture, partnership, employment, or agency relationship exists between you and Graphite Publishing, LLC as a result of this agreement or use of Graphite Publishing, LLC’s website, or any Submission.

This Agreement constitutes the entire agreement among the parties relating to the subject matter of this Agreement and supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written between the user and Graphite Publishing, LLC with respect to Graphite Publishing, LLC’s websites.

Notwithstanding the foregoing, any additional terms of use and conditions of order on this website will govern the items to which they pertain.

The section headings appearing in this Agreement are inserted only as a matter of convenience and in no way define, limit, construe or describe the scope or extent of such section or in any way affect such section.

The failure by Us at any time to enforce any of the provisions of this Agreement or any right or remedy available hereunder or at law or in equity, or to exercise any option herein provided, will not constitute a waiver of such provision, right, remedy or option or in any way affect the validity of this Agreement. The waiver of any default us will not be deemed a continuing waiver, but will apply solely to the instance to which such waiver is directed.

This Agreement may contain typographical errors or other errors or inaccuracies and may not be correct or current. We reserve the right to correct any errors, inaccuracies or omissions and to change or update this Agreement at any time without prior notice. We do not, however, guarantee that any errors, inaccuracies or omissions will be corrected.

Graphite Publishing, LLC may revise this Agreement at any time by updating this posting.
Last Modified: August 8, 2016

CONDITIONS OF ORDER
All orders placed with Graphite Publishing, LLC are subject to the terms of these Conditions of Order. Any purported change submitted by a purchaser in any additional documentation is hereby expressly rejected. These Conditions of Order are in addition to any terms and conditions provided by any third party webstore.

1. Order Validation and Acceptance. When you place an order, we may verify your method of payment and/or shipping address, if any, before processing your order. Your placement of an order with Graphite Publishing, LLC is an acceptance of Graphite Publishing, LLC’s offer to sell our Products (those “Products” being those sold through this website and any website to which these terms are attached and including those branded as Graphite Publishing, LLC,), subject to availability and pursuant to the terms contained in these Conditions of Order. Graphite Publishing, LLC, at its discretion, may complete your order by processing your payment and shipping the Product, or may, for any reason, decline to complete your order or any part of your order. No order shall be considered completed until the Product has been shipped. If Graphite Publishing, LLC declines to complete your order, Graphite Publishing, LLC will attempt to notify you using the email address or other contact information you have provided with your order. Delivery and/or shipment dates provided in connection with any order are estimates only and do not represent fixed or guaranteed delivery dates.

2. Quantity Limitations. Graphite Publishing, LLC may limit or cancel quantities available for purchase on any order on any basis, and to alter the availability or duration of any special offers at any time. Graphite Publishing, LLC may reject any order, or any part of an order.

3. Electronic Communication. When you place an order via the website, you are required to provide a valid email address, which we may use to communicate with you regarding the status of your order, advise you regarding shipment of backordered products, and to provide you with any other notices, disclosures or other communications relating to your order. You agree that Graphite Publishing, LLC will not be responsible for any damage you incur, or information you do not receive, as a result of your failure to provide and maintain a valid email address or as a result of any failure of your email system, spam filters, or other impediments to your receipt of our communications outside of the reasonable control of Graphite Publishing, LLC.

4. Pricing and Product Information. Graphite Publishing, LLC makes every effort to provide current and accurate information relating to the Products and prices, but does not guarantee the currency or accuracy of any such information. Information relating to Products is subject to change without notice. Prices are subject to change at any time prior to Graphite Publishing, LLC’s completion of your order. In the event we discover a material error in the description or availability of a Product that affects your outstanding order with Graphite Publishing, LLC, or an error in pricing, we will notify you of the corrected version, and you may choose to accept the corrected version, or cancel the order. If you choose to cancel the order, and your credit card has already been charged for a purchase, Graphite Publishing, LLC will issue a credit to your credit card in the amount of the charge. All prices are in U.S. dollars.

5. Payment. Graphite Publishing, LLC offers the following payment methods: Visa, MasterCard, American Express, JCB, and Discover.

6. Shipping Charges. Purchases through the website are only available via digital download. There is no additional charge for download.

7. Handling Charge. There is no handling fee, but there is a minimum order of $3.00.

8. Dishonored and Late Payments. You shall pay to Graphite Publishing, LLC all costs incurred by Graphite Publishing, LLC in collecting on any dishonored payment or on any past due amount from you, including all court costs, collection costs, and attorney’s fees. If a payment method you give us for payment is dishonored or for any reason by the bank or other institution on which it is drawn, you agree to pay Graphite Publishing, LLC $30.00 as a service charge (if the payment cannot be redeposited) pursuant to Minnesota Statutes § 604.113.

9. Shipping – Downloading Digital Score Purchase. Purchases through the website are ONLY AVAILABLE via digital download. For purposes of this Agreement, “Shipping” means to made a purchase available for download. Once you have placed your order and payment is confirmed, you will immediately be able to download your Graphite Publishing, LLC digital score purchase. Each digital score purchase may be downloaded by you up to five times. Graphite Publishing, LLC digital scores are offered as PDF files. You will need Adobe Acrobat or a similar PDF reader to view the PDF files. Graphite Publishing, LLC will do its best to help with downloading issues, but is not responsible for problems related to internet connection, web browser, computer configuration, or software used before, during, or after a site browsing session or a file download operation. Please carefully read the “License Grant” section below, to understand the conditions that govern use of Graphite Publishing, LLC’s products.

10. License Grant. Subject to the terms of this Agreement, Graphite Publishing, LLC grants you a limited, non-transferable, non-exclusive license, to:
(a) download digital copies of each Product solely for your use on your digital devices;
(b) print only one (1) hard copy of each Product solely for your use. Additional purchases must be made if you want to make more physical copies or multiple people want to use the Product;
(c) use with rehearsal and public performances, including competition and festival purposes. This includes competition copies for judges.

Please keep your purchase receipt, as it is the proof of license. Any other use apart from these uses described are not allowed without the prior express written consent of Graphite Publishing, LLC.

If you have any questions about the license grant, you may contact us via Contact Us (forms-based method of communicating with Graphite Publishing, LLC), or through the contact information provided below.

11. Export Compliance. In addition to the United States and its territories, Graphite Publishing, LLC accepts international orders through other forums. Some Products may not be available for shipment outside the United States. All orders of international origin or destination are subject to export control laws, restrictions, regulations and orders of the United States. You agree to comply with all applicable export control laws, restrictions, regulations and orders of the United States or applicable foreign agencies or authorities. You shall not, directly or indirectly, sell, export, transfer, transship, assign, use, or dispose of Products in a manner which may result in any non-compliance with applicable export control laws, restrictions, regulations, and orders of the United States or applicable foreign agencies or authorities. You are responsible for obtaining any license or other official authorizations that may be required to export, re-export or import Products. Diversion contrary to U.S. law is prohibited.

12. Replacement and Refund Policy. In most cases, Graphite Publishing, LLC will provide replacements and refunds subject to the terms outlined in this Section. As our products are only available as electronic PDF copies, there is no traditional “return” as with physical goods. We ask our customers to be honest and to help support the people who are creating this music!
• If you place an order by mistake, Graphite Publishing, LLC will refund the purchase price provided you notify Graphite Publishing, LLC within seven (7) calendar days of your order.
• If Graphite Publishing, LLC provides the wrong Product available for download, Graphite Publishing, LLC will either provide a replacement or refund the purchase price provided you notify us within seven (7) calendar days of your order.

Upon receipt of a refund, you are required to destroy any electronic and physical copies made of the Product related to the return. To facilitate processing of replacements or refunds, please contact us via Contact Us (forms-based method of communicating with Graphite Publishing, LLC), or through the contact information provided below.

13. Force Majeure. Graphite Publishing, LLC will not be liable for delays in delivery or for failure to perform its obligations due to causes beyond its reasonable control including, but not limited to, product allocations, material shortages, labor disputes, transportation delays, unforeseen circumstances, acts of God, acts or omissions of other parties, acts or omissions of civil or military authorities, Government priorities, fires, strikes, floods, severe weather conditions, computer interruptions, terrorism, epidemics, quarantine restrictions, riots or war. Graphite Publishing, LLC’s time for delivery or performance will be extended by the period of such delay or Graphite Publishing, LLC may, at its option, cancel any order or remaining part thereof, without liability, by giving notice to you.

14. Applicable Law; Dispute Resolution; Limitation on Actions. The laws of the State of Minnesota shall apply to these Conditions of Order, without regard to any conflict of laws provisions. The 1980 United Nations Convention on Contracts for the International Sale of Goods, the United Nations Convention on the Limitation Period in the International Sale of Goods, and the Uniform Computer Information Transactions Act, and any implementations thereof in various jurisdictions and any subsequent revisions thereto, shall not apply to these Conditions of Order. Any controversy or claim arising out of or relating to the Conditions of Order or your purchase or use of Products (a “Dispute”) shall be settled by arbitration under the rules provided by the American Arbitration Association (AAA), and you hereby waive any right you may otherwise have to a jury trial. A single arbitrator shall preside over any arbitration, and such arbitrator shall, in his or her sole discretion, determine the arbitrability of any alleged Dispute. Any arbitration shall be conducted in Minneapolis, Minnesota. To the fullest extent permitted by applicable law, no arbitration under these Conditions of Order will be joined to an arbitration involving any other party subject to these Conditions of Order, whether through class arbitration proceedings or otherwise. The prevailing party shall be entitled to an award of costs and expenses, including reasonable attorney fees. The arbitrator(s) shall have no authority to directly or indirectly award any form of consequential damages, as such damages have been waived by the parties to this Agreement. Such prohibited damages include lost profits; any form of overhead not directly incurred at the project site, such as home office overhead; wage or salary increases; ripple or delay damages; loss of productivity; increased cost of funds for the project; extended capital costs; lost opportunity to work on other projects; inflation costs of labor, material, or equipment; non – availability of labor, material or equipment due to delays; increased costs of bonding due to delay; or any other indirect losses arising from the conduct of the parties to this Agreement. The award shall be final and binding on the parities and may be entered in any state or federal court within or without the State of Minnesota. Notwithstanding the foregoing, in lieu of or addition to any other remedies available to Graphite Publishing, LLC, Graphite Publishing, LLC may seek injunctive or other relief in any state, federal, or national court of competent jurisdiction for any actual or alleged infringement of Graphite Publishing, LLC’s or any third party’s intellectual property or proprietary rights. You hereby irrevocably consent to non-exclusive jurisdiction and venue of the State and Federal courts of the State of Minnesota with respect to any such injunctive or other relief. You further acknowledge that Graphite Publishing, LLC’s rights in its intellectual property are of a special, unique, extraordinary character, giving those rights peculiar value, the unauthorized use, disclosure, or loss of which cannot be readily estimated and may not be adequately compensated for in monetary damages. Any Dispute must be instituted within one (1) year from the date of purchase or provision of the Product at issue.

15. General Provisions. These Conditions of Order constitute the entire agreement of the parties with respect to the subject matter hereof. No waiver by Graphite Publishing, LLC of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. If any part of the Conditions of Order are determined by a court of competent jurisdiction or arbitrator with jurisdiction over a Dispute to be invalid or unenforceable, it will not impact any other provision of the Conditions of Order, all of which will remain in full force and effect, and such court or arbitrator shall have the authority, if possible, to revise any invalid or unenforceable provision to most accurately reflect the intent of the parties as shown by the original wording of that provision while rendering it valid and enforceable. No rights, duties, agreements or obligations hereunder, may be assigned or transferred by operation of law, merger or otherwise, without the prior written consent of Graphite Publishing, LLC. These Conditions of Order and the subject matter that they cover including without limitation the purchase of Products do not create any joint venture, partnership, employment, or agency relationship between you and Graphite Publishing, LLC or its suppliers. The obligations, rights, terms and conditions hereof will be binding upon and inure solely to the benefit of the parties hereto and their permitted respective successors and assigns.

16. Changes to the Conditions of Order. Graphite Publishing, LLC reserves the right to change the terms of these Conditions of Order without notice. You are responsible for reviewing these Conditions of Order prior to your purchasing of Products, and your purchasing of Products after any changes to these Conditions of Order acknowledges your agreement to the then current Conditions of Order. In the event that a change or update is made to these Conditions of Order, the “Date of Last Modification” will be updated accordingly. As part of the registration process to become a registered user of certain functionality on the website, as a default, you elect to receive e-mails that Graphite Publishing, LLC may in its discretion send notifying you of changes to this Conditions of Order and/or other Graphite Publishing, LLC policies. You may elect not to receive these e-mails by opting out of this default. Notwithstanding any provision of these Conditions of Order to the contrary, Graphite Publishing, LLC may make changes to these Conditions of Order in its sole discretion and such changes shall be binding on you and Graphite Publishing, LLC.

17. LIMITATION ON LIABILITY
GRAPHITE PUBLISHING, LLC, ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS WILL NOT BE LIABLE FOR ANY INCIDENTAL, DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR OTHER DAMAGES, INCLUDING LOSS OF REVENUE OR INCOME, PAIN AND SUFFERING, EMOTIONAL DISTRESS, OR SIMILAR DAMAGES, EVEN IF GRAPHITE PUBLISHING, LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL THE COLLECTIVE LIABILITY OF GRAPHITE PUBLISHING, LLC AND ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED THE MINIMUM AMOUNT ALLOWED BY LAW IF A TOTAL DISCLAIMER OF ALL LIABILITY IS NOT ALLOWED.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES SUCH AS INCIDENTAL OR CONSEQUENTIAL DAMAGES. AS A RESULT, THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

Any cause of action against Graphite Publishing, LLC, SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS with respect to the website or its Content must be instituted within one (1) year from the date on which the claim arose.

18. INDEMNITY
You will defend, indemnify and hold Graphite Publishing, LLC, its subsidiaries, affiliates, licensors, licensees, content providers, service providers, employees, agents, officers, directors, and contractors (the “Indemnified Parties”) harmless from any breach of this agreement by you, including without limitation any use of Content other than as expressly authorized in this agreement and any claim or damage of any type regarding or relating to your Submission, such indemnification including without limitation any and all resulting loss, damages, judgments, awards, costs, settlements, expenses, and attorney’s fees (including without limitation for the cost of defense) of the Indemnified Parties in connection therewith. You will also indemnify, including any all resulting loss, damages, judgments, awards, costs, settlements, expenses, and attorney’s fees of the Indemnified Parties, and hold the Indemnified Parties harmless from and against any claims brought by third parties arising out of your breach of this Agreement or use of the website and its Content.

Contacting Us – If you have questions about our use of information, please contact us using Contact Us (forms-based method of communicating with Graphite Publishing, LLC), or by contacting us at:
Graphite Publishing, LLC
1300 W. Medicine Lake Dr. #116
Plymouth, MN 55441
Phone: 763.545.1801
Fax: 419.821.6507
Email: info@graphitepublishing.com

Date of Last Modification: August 8, 2016
© 2016 Graphite Publishing, LLC. All rights reserved.

1: (Easy) No divisi in voice parts, accompaniment doubles or supports vocal parts, diatonic, symmetrical phrases, textures mostly homophonic, simple rhythms, stepwise voice leading (conjunct), moderate ranges, no extended techniques, and limited sustained singing.

2: (Medium Easy) Limited divisi, voices somewhat independent from accompaniment, some chromatics, phrases may be longer or more fragmented, mostly homophonic, moderate rhythmic complexity, some difficult intervals (disjunct motion), moderate ranges, extended techniques are simple, limited sustained singing.

3. (Medium) Limited divisi, unaccompanied, or with independent accompaniment (voice parts not doubled), many chromatics, phrases of varying lengths, more contrapuntal textures, moderately complex rhythms, some difficult intervals (disjunct motion), moderately difficult/challenging ranges, extended techniques are potentially challenging, and some sustained singing.

4. (Medium Difficult) Abundant divisi, unaccompanied, or accompanying instruments are fully independent from voice parts, many chromatics and/or key changes, long and/or broken phrases, potentially little homophony, complex rhythms, many difficult intervals (disjunct motion), difficult/challenging ranges, potentially difficult extended techniques, and a demand for sustained singing.

5. (Difficult) Adundant divis, unaccompanied, or accompanying instruments are fully independent from voice parts, many chromatics and/or key changes, long and/or broken phrases, potentially little homophony, complex rhythms, extreme ranges, use of challenging or unusual extended vocal techniques, abundant sustained singing.