Agreement between You and Efinix
Welcome to efinixinc.com. The efinixinc.com website (the "Site") is comprised of various web pages operated by Efinix, Inc. ("Efinix", “we”, “us” and “our”). The Site is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein (the "Terms"). Your use of the Site constitutes your agreement to all such terms. Please read these terms carefully before accessing or using our site, and keep a copy of them for your reference. If you do not agree to all the terms, then you may not access the site or use any of the content or services accessible therein.
Ordering of Products and Services
All purchasing orders of products and services placed at the Site are subject to the Terms of Sales.
Privacy
Your use of the Site is subject to Efinix's Privacy Policy. Please review our Privacy Policy, which is incorporated by reference into these Terms, and informs users of our data collection practices.
Electronic Communications
Visiting the Site or sending emails to Efinix constitutes electronic communications. You consent to receive electronic communications from Efinix and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communications be in writing.
Your Account
If you use this Site and create an account to purchase products and services, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computers or devices, and you agree to accept responsibility for all activities that occur under your account or password. You may not assign or otherwise transfer your account to any other person or entity. You acknowledge that Efinix is not responsible for third party access to your account that results from theft or misappropriation of your account. Efinix and its associates reserve the right to refuse or cancel service or access to the Site or your account, terminate accounts, or remove or edit content in our sole discretion.
Links to Third Party Sites/Third Party Services
The Site may contain links to other websites ("Linked Sites"). The Linked sites are not under the control of Efinix and Efinix is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. Efinix is providing these links to you only as a reference, and the inclusion of any link does not imply endorsement by Efinix of the site or any association with its operators. When you click on a link to Linked Site, the applicable third party’s terms and policies apply, including the third party’s privacy and information gathering practices.
Certain services made available via the Site are delivered by third party sites and organizations. By using any service or functionality originating from the efinixinc.com domain, you hereby acknowledge and consent that Efinix may share such information and data with any third party with whom Efinix has a contractual relationship to provide the requested service or functionality on behalf of efinixinc.com users and customers.
No Unlawful or Prohibited Use/Intellectual Property
You are granted a non-exclusive, non-transferable, revocable license to access and use the Site strictly in accordance with these terms of use. As a condition of your use of the Site, you warrant to Efinix that you will not use the Site for any purpose that is unlawful or prohibited by these Terms. You may not use the Site in any manner which could damage, disable, overburden, or impair the Site or interfere with any other party's use and enjoyment of the Site. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Site. All content included as part of the Site or any service, such as text, graphics, logos, images, as well as the compilation thereof, and any software used on the Site, is the property of Efinix or its suppliers and protected by copyrights, trademarks and other laws that protect intellectual property and proprietary rights. You agree to observe and abide by all copyright and other proprietary notices, legends or other restrictions contained in any such content and will not make any changes thereto.
You will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part, found on the Site. Efinix content is not for resale. Your use of the Site does not entitle you to make any unauthorized use of any protected content, and in particular you will not remove, disable, circumvent or otherwise create or implement any workaround to any copy protection, rights management or security features in or protecting our Site, or delete or alter any proprietary rights or attribution notices in any content. You will not upload, transmit or distribute to or through the Site any computer viruses or any software intended to damage or alter a computer system or data; or use software or automated agents or scripts to generate automated searches, requests or queries to, or strip, scrape, or mine data from, our Site. You will use protected content solely for your personal use, and will make no other use of the content without the express written permission of Efinix and the copyright owner. You agree that you do not acquire any ownership rights in any protected content. We do not grant you any licenses, express or implied, to the intellectual property of Efinix or our licensors except as expressly authorized by these Terms.
Export Laws
United States export control laws govern your use of this Site and services. These laws apply to you and your use of this Site and services regardless of whether you actually reside in the United States. You may not use the Site or the services to violate any export control laws. Refer to enclosed Export Compliance terms for more information.
Use of Communication Services
The Site may contain bulletin board services, blog posts, chat areas, news groups, forums, communities, personal web pages, calendars, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, "Communication Services"). You agree to use the Communication Services only to post, send and receive messages and material that are proper and related to the particular Communication Service. By way of example, and not as a limitation, you agree that when using a Communication Service, you will not: defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others; publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information; upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents: upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another's computer; advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages, conduct or forward surveys, contests, pyramid schemes or chain letters, download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner; falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded: restrict or inhibit any other user from using and enjoying the Communication Services; violate any code of conduct or other guidelines which may be applicable for any particular Communication Service; harvest or otherwise collect information about others, including e-mail addresses, without their consent; violate any applicable laws or regulations. Efinix has no obligation to monitor the Communication Services. However, Efinix reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. Efinix reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever.
Efinix 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 or materials, in whole or in part, in Efinix 's sole discretion. Always use caution when giving out any personally identifying information about yourself or your children in any Communication Service. Efinix does not control or endorse the content, messages or information found in any Communication Service and, therefore, Efinix specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service. Managers and hosts are not authorized Efinix spokespersons, and their views do not necessarily reflect those of Efinix.
Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you upload the materials.
Materials Provided to Efinix or Posted on Any Efinix Web Page
Efinix does not claim ownership of the materials you provide to the Site (including feedback and suggestions) or post, upload, input or submit to Efinix or the Site or our associated services (collectively "Submissions"). However, by posting, uploading, inputting, providing or submitting your Submission you are granting Efinix, our affiliated companies and necessary sublicensees permission to use your Submission in connection with the operation of our and their businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission in connection with the operation of the Site and commercialization of our products and services, and to publish your name in connection with your Submission.
No compensation will be paid with respect to the use of your Submission, as provided herein. Efinix is under no obligation to post or use any Submission you may provide, or provide any attribution, and may remove any Submission at any time in Efinix's sole discretion.
By posting, uploading, inputting, providing or submitting your Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.
Copyright Policy
We respect the intellectual property of others and ask that you do the same. In connection with the Forum, we have adopted and implemented a policy respecting copyright law that provides for the removal of any infringing materials and for the termination, in appropriate circumstances, of Users who are repeat infringers of intellectual property rights, including copyrights. If you believe that one of our Users is, through the use of our Forum, unlawfully infringing the copyright(s) in a work, and wish to have the allegedly infringing material removed, the following information in the form of a written notification (pursuant to 17 U.S.C. § 512(c)) must be provided to our designated Copyright Agent:
- your physical or electronic signature;
- identification of the copyrighted work(s) that you claim to have been infringed;
- identification of the material on our services that you claim is infringing and that you request us to remove;
- sufficient information to permit us to locate such material;
- your address, telephone number, and e-mail address;
- a statement that you have a good faith belief that use of the objectionable material is not authorized by the copyright owner, its agent, or under the law; and
- a statement that the information in the notification is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the copyright owner.
Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.
International Users
The Service is controlled, operated and administered by Efinix from our offices within the USA. If you access the Service from a location outside the USA, you are responsible for compliance with all local laws. You agree that you will not use the Efinix content accessed through the Site in any country or in any manner prohibited by any applicable laws, restrictions or regulations.
Indemnification
You agree to indemnify, defend and hold harmless Efinix , its officers, directors, employees, agents and third parties, for any losses, costs, liabilities and expenses (including reasonable attorney's fees) relating to or arising out of your use of or inability to use the Site or services, any Submissions or other user postings made by you, your violation of the Terms or your violation of any rights of a third party, or your violation of any applicable laws, rules or regulations, including export laws. Efinix reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Efinix in asserting any available defenses.
Arbitration
In the event the parties are not able to resolve any dispute between them arising out of or concerning the Terms, or any provisions hereof, whether in contract, tort, or otherwise at law or in equity for damages or any other relief, then such dispute shall be resolved only by final and binding arbitration pursuant to the Commercial Arbitration Rules of the American Arbitration Association, conducted by a single neutral arbitrator in the State of California, county of Santa Clara. The arbitrator's award shall be final, and judgment may be entered upon it in any court having jurisdiction. If any legal or equitable action, proceeding or arbitration arises out of or concerns the Terms, the prevailing party shall be entitled to recover its costs and reasonable attorney's fees. The parties agree to arbitrate all disputes and claims regarding the Terms or any disputes arising as a result of the Terms, whether directly or indirectly, including Tort claims that are a result of the Terms. The parties agree that the Federal Arbitration Act governs the interpretation and enforcement of this provision. The entire dispute, including the scope and enforceability of this arbitration provision shall be determined by the Arbitrator. This arbitration provision shall survive the termination of the Terms.
Liability Disclaimer and Limitations
THE CONTENT, INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. EFINIX, INC. AND/OR ITS SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE SITE AT ANY TIME. EFINIX, INC. AND/OR ITS SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED CONTENT AND GRAPHICS CONTAINED ON THE SITE FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED CONTENT AND GRAPHICS ARE PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. EFINIX, INC. AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED CONTENT AND GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EFINIX, INC. AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITE, WITH THE DELAY OR INABILITY TO USE THE SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED CONTENT AND GRAPHICS OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF EFINIX, INC. OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE, OR WITH ANY OF THE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.
ADDITIONAL DISCLAIMERS AND LIMITATIONS RELATING TO THE SOFTWARE, PRODUCTS, AND SERVICES ARE CONTAINED IN THE TERMS OF SALES.
Termination/Access Restriction
Efinix reserves the right, in its sole discretion, to terminate your access to the Site and the related services or any portion thereof at any time, without notice and without liability to you. If your account is terminated or deactivated, all licenses and other rights granted to you in these Terms shall immediately cease.
General Terms
We reserve the right to change these Terms at any time. Amendments will be effective upon our providing notice of such updated Terms to you (a) by email sent to the address associated with your account, or (b) by posting a prominent notice of such change on our Site. Your continued access or use of our Site after such notice constitutes your consent to be bound by the amended Terms. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect and be enforceable. To the maximum extent permitted by law, the Terms are governed by the laws of the State of California and you hereby consent to the exclusive jurisdiction and venue of courts in California in all disputes arising out of or relating to the use of the Site. Use of the Site is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms, including, without limitation, this section.
You agree that no joint venture, partnership, employment, or agency relationship exists between you and Efinix as a result of the Terms or use of the Site. Efinix 's performance of the Terms is subject to existing laws and legal process, and nothing contained in the Terms is in derogation of Efinix 's right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by Efinix with respect to such use. If any part of the Terms is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Terms shall continue in effect.
Unless otherwise specified herein, the Terms constitute the entire agreement between you and Efinix with respect to the Site and supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and Efinix with respect to the Site. A printed version of the Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to the Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish of the parties that the Terms and all related documents be written in English.
Changes to Terms
Efinix reserves the right, in its sole discretion, to change any of the above terms and conditions regarding services, sales, privacy and export. The most current version of the terms will supersede all previous versions. Efinix encourages you to periodically review the terms to stay informed of our updates.
Efinix, Inc.
20400 Stevens Creek Boulevard
Suite 200
Cupertino, California 95014
Effective as of April 19, 2018