Websites User Agreement

Welcome to ASIC Advantage INC. (the "Company") ASIC and IN-PLUG® sites on the World Wide Web (the "Sites"). The terms and conditions set forth below (the "Terms") govern the use of the Sites and are legally binding on you if you use the Sites. If you do not agree with any of the Terms, do not access or otherwise use the Site or any information contained on the Sites.

PLEASE READ THE TERMS CAREFULLY.

By your use of the Sites, you AGREE TO BE BOUND BY ALL OF THE TERMS WITHOUT LIMITATION OR QUALIFICATION, AND WARRANT BOTH THAT YOU HAVE FULL POWER AND AUTHORITY TO ENTER INTO THIS WEBSITE USER AGREEMENT ON YOUR OWN BEHALF AND/OR AS THE AGENT OF YOUR EMPLOYER AND THAT YOU HAVE FULL POWER AND AUTHORITY TO ASSUME THE RESPONSIBILITIES DESCRIBED HEREIN.
1. Use Of Sites. All information, text, products, software and services provided on the Site, including, without limitation, trademarks, service marks, trade names, logos, graphics and images (the "Content") are owned by or licensed to Company. The Content may also contain trademarks, service marks and trade names owned by third parties.
Except as otherwise noted in the Site, you are hereby authorized to use the Content solely for your internal business use and not for resale or further distribution and subject to the following conditions:
(a) The Content may be used solely for the purpose of using services or purchasing products offered through the Site, subject to the Terms; and
(b) Any copy of the Content or portion thereof must include Company’s copyright notice that is found on the home page of the Site.
This authorization terminates automatically, without notice to you, if you breach any of the Terms.
No other permission is granted to you to use, reproduce, publicly display, publicly perform, distribute, store, alter or modify the Content. No permission is granted to use Company’s icons, site address, or other means to hyperlink other Internet sites with any page in the Site. You agree not to "frame" or "mirror" any of the Content contained on or accessible from the Site on any other server or Internet-based device without the advance written authorization of Company or its licensors, as applicable.
Any product, service, process or technology in the Content or offered through the Sites is subject to the intellectual property rights reserved by Company and/or its suppliers and/or licensors. Nothing contained in the Sites shall be construed as conferring any license or right under any copyright, trade secret, patent, trademark or other intellectual property right (collectively, "IP Rights") of Company or any third party, and, except as expressly provided herein, all such IP Rights in the products, services, processes or technologies in the Content or offered through the Sites are expressly reserved by Company and/or Company’s suppliers and/or licensors, as applicable.



2. Links to Third Party Sites. The Sites may be linked to other sites on the World Wide Web or Internet which are not under the control of or maintained by Company. Such links do not constitute an endorsement by Company of those sites. You agree that Company is providing these links to you only as a convenience, and further agree that Company is not responsible for the content, user agreement or privacy policy of such sites.


3. User Information. You hereby grant to Company a non-exclusive, worldwide, perpetual, royalty-free, sublicensable license to use, reproduce, modify, distribute privately, distribute publicly to Company’s affiliates, perform and display any information and material that you submit to the Site (the "User Information"), and to incorporate User Information and modifications thereof in other works in any other form, media or technology now known or later developed. The term "affiliate" means independent contractors, representatives, sales agents, and distributors as well as other entities with whom Company has a business relationship.
You represent and warrant that the User Information you provide will be accurate and complete, and that you will update the User Information as appropriate to maintain its accuracy and completeness.


4. Unauthorized Activities. You acknowledge that your User Information and use of the Content contained on the Site are subject to copyright laws, trademark laws, the laws of privacy and publicity, certain communications statutes and regulations and other applicable laws and regulations, and agree that you are wholly responsible for your actions. You agree not to interfere with the use of the Site by others, including, without limitation, the submission of any virus to the Site or the transmission of junk mail, spam, bombs or unsolicited email. You further agree not to place on the Site or use to the Site to communicate any unlawful, annoying, harassing, defamatory, libelous, abusive, threatening, harmful, vulgar, obscene or tortious material of any kind or any material that invades, infringes or violates the rights of any person or entity.


5. Indemnity. Buyer shall either accept or reject all shipments of goods within thirty (30) days of receipt by Buyer. In the event that Buyer does not either complete final inspection and accept the goods or present a rejection notice to Seller in writing within thirty (30) days of delivery, the goods shall be conclusively deemed accepted. At that time, Buyer’s only recourse or remedy for non-conforming or defective goods shall be Seller’s standard warranty. Buyer's inspection and/or acceptance tests shall not exceed the inspection and/or test procedures customary in the industry for the goods furnished and shall be at Buyer's expense. Seller reserves the right to charge to Buyer any costs resulting from the testing, handling and disposition of any goods returned by Buyer which are found by Seller to conform to the applicable specifications.


6. Disclaimer of Warranty. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED HEREIN, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY PROVIDES THE CONTENT AND ANY OTHER INFORMATION ON THE SITE ON AN "AS IS" AND "WHERE-IS" BASIS, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. COMPANY ASSUMES NO RESPONSIBILITY FOR ERRORS, OMISSIONS OR MISREPRESENTATIONS IN ANY USER INFORMATION SUBMITTED BY A USER OF THE SITE, OR OTHER INFORMATION THAT IS CONTAINED ON, REFERENCED BY, OR LINKED TO THE SITE.


7. Limitation of Liability. COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING AND DISCLAIMS ANY DAMAGE FROM THE ACCURACY, RELIABILITY OR ANY USE OF THE CONTENT, INFORMATION, MATERIALS OR PRODUCTS CONTAINED ON OR REFERENCED BY THE SITE. YOU ACKNOWLEDGE BY YOUR USE OF THE SITE, THAT YOU DO SO AT YOUR OWN RISK AND THAT YOU ASSUME FULL RESPONSIBILITY FOR ALL COSTS ASSOCIATED WITH YOUR USE OF THE SITE, INCLUDING, WITHOUT LIMITATION, ALL NECESSARY SERVICING OR REPAIR OF ANY EQUIPMENT YOU USE IN CONNECTION WITH YOUR USE OF THE SITE.
ANY ARTICLES OR GOODS PURCHASED THROUGH THE SITE ARE SUBJECT TO COMPANY’S STANDARD TERMS AND CONDITIONS OF SALE WHICH ARE INCORPORATED HEREIN BY REFERENCE AS THOUGH SET FORTH IN FULL.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT COMPANY SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY CLAIMING THROUGH YOU FOR ANY DAMAGES SUFFERED AS A RESULT OF YOUR USE OF THE SITE, INCLUDING PRODUCTS, MATERIALS OR EVENTS REFERENCED THEREBY. IN NO EVENT SHALL COMPANY BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, EXTRAORDINARY, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING BUSINESS INTERRUPTION, LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) RESULTING FROM YOUR USE OR INABILITY TO USE THE SITE OR THE INTERRUPTION, SUSPENSION OR TERMINATION OF THE SITE, HOWEVER ARISING, WHETHER FOR BREACH OF CONTRACT OR IN TORT (INCLUDING NEGLIGENCE), EVEN IF COMPANY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.


8. Intended Audience. Company operates the Site in the United States of America and makes no representation that the Site is appropriate or will be available for use in other locations. If you use the Site from outside the United States of America, you are entirely responsible for compliance with applicable local laws, including, without limitation, the export and import regulations of other countries in relation to the Site.
Unless otherwise explicitly stated, all marketing, promotional and financial materials found on the Site are solely directed to individuals, companies or other entities located in the United States.


9. Safe Harbor. The Content in the Sites may contain various forward-looking statements which may be based on or include assumptions, concerning Company’s operations, future results and prospects. These forward-looking statements are based on current expectations and are subject to risk and uncertainties. In connection with the "safe harbor" provisions of the United States’ Private Securities Litigation Reform Act of 1995, Company provides the following cautionary statement identifying important economic, political and technology factors which, among others, could cause the actual results or events to differ materially from those set forth or implied by the forward-looking statements and related assumptions. Such factors include the following: (1) changes in the current and future business environment, including interest rates and capital and consumer spending; (2) competitive factors and competitor responses to Company’s initiatives; (3) successful development and market introductions of anticipated products; (4) changes in government laws and regulations, including taxes; (5) unstable governments and business conditions in emerging economies; (6) the existence of a favorable environment to make acquisitions, domestic and foreign, including regulatory requirements and market values of candidates; (7) acts of war or terrorism.


10. General. Although Company has no obligation to monitor your use of the Sites, if Company becomes aware of inappropriate use of the Sites or any aspect thereof, Company may respond accordingly. You acknowledge that Company may report to law enforcement authorities any actions which may be considered illegal, as well as any reports Company receives of such conduct. When requested, Company will cooperate fully with law enforcement agencies in any investigation of alleged illegal activity on the Internet.
If you violate the Terms, all your rights to use the Sites and the Sites’ Content shall immediately terminate without further notice to you.
You agree that Company and/or its suppliers or licensors may make improvements and/or changes in the Content or in the products, services, programs and prices described in the Sites at any time without notice; and you further agree that Company can revise the Terms at any time without notice by updating this posting. You agree that your continued use of the Sites after such revisions have been posted constitutes your acceptance of such revised Terms. You acknowledge that Company reserves the right to discontinue, on a temporary or permanent basis, the Sites and the Content, services and products provided herein without notice and without liability to you.
Any action related to the Terms will be governed by California law and controlling U.S. federal law, without regard to the choice or conflicts of law provisions of any jurisdiction. You irrevocably submit to the jurisdiction of the courts located in Santa Clara County, in the State of California, for the resolution of all disputes arising from or related to the Terms and/or your use of the Sites.
If any provision of the Terms is held by a court of competent jurisdiction to be contrary to law, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the parties, with all other provisions remaining in full force and effect. The failure of Company to enforce any right or provision in the Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Company in writing. The Terms comprise the entire agreement between you and Company and supersede all prior or contemporaneous negotiations, discussions or agreements, if any, between the parties regarding the subject matter contained herein.


11. Trademarks. Company marks such as "IN-PLUG®" are trademarks and/or service marks of Company.
Other product and company names mentioned on the Sites may be trademarks and/or service marks of their respective owners. 

Disclaimers on Demokits

The following is a brief overview of certain terms and conditions of sale of products. For a full and complete overview of all the General Terms and Conditions of Sale click here.

BY VIRTUE OF ACCEPTING DELIVERY OF THE IN-PLUG© CONTROLLERS (THE “PRODUCTS”) FROM ASIC ADVANTAGE, INC. (“AAI”), CUSTOMER IS DEEMED TO AGREE TO ALL OF THE FOLLOWING:

1. Risk of Injury, Death and Property Damage
CUSTOMER IS AWARE OF THE INHERENT RISKS OF INJURY, DEATH, AND PROPERTY DAMAGE INVOLVED IN THE USE OF THE PRODUCTS, INCLUDING WITHOUT LIMITATION RISKS DUE TO ELECTRICAL SHOCK. CUSTOMER ASSUMES ANY AND ALL KNOWN AND UNKNOWN RISKS OF INJURY, DEATH, AND PROPERTY DAMAGE THAT MAY RESULT FROM USE OF THE PRODUCTS.

2. Indemnifications
CUSTOMER RELEASES AAI AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS (THE “RELEASED PARTIES”) FROM ALL LIABILITY TO CUSTOMER AND CUSTOMER’S PRINCIPALS, EMPLOYEES, AGENTS, REPRESENTATIVES, GUARDIANS, SUCCESSORS, ASSIGNS, HEIRS, CHILDREN, AND NEXT OF KIN FROM ANY CLAIMS, DAMAGE, OR DEMANDS FOR PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE, ARISING FROM OR RELATED TO THE USE OF THE PRODUCTS. THIS RELEASE INCLUDES, WITHOUT LIMITATION, ANY PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE CAUSED BY THE ACTIVE OR PASSIVE NEGLIGENCE OF ANY OF THE RELEASED PARTIES. CUSTOMER BEARS SOLE RESPONSIBILITY FOR ANY LOSS.

3. Disclaimer of Warranties
AAI DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, RELATING TO THE PRODUCTS, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

4. Disclaimer of Liability
IN NO EVENT SHALL AAI BE LIABLE (A) FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, WHETHER OR NOT FORESEEABLE OR FORESEEN, OR (B) FOR THE COST OF PROCURING SUBSTITUTE GOODS, INCLUDING WITHOUT LIMITATION, COSTS OF REMOVAL AND REINSTALLATION OF GOODS, LOSS OF GOODWILL, LOSS OF PROFITS, OR LOSS OF UNITS, EVEN IF AAI HAS BEEN ADVISED OF THE POSSIBILITY THEREOF, IN EITHER CASE RESULTING FROM THE USE OF THE PRODUCTS, WHETHER DUE TO AAI’S NEGLIGENCE OR OTHERWISE. CUSTOMER SHALL BE DEEMED TO ASSUME ALL LIABILITY FOR ANY AND ALL DAMAGES ARISING FROM OR IN CONNECTION WITH THE USE OR MISUSE OF THE PRODUCTS BY CUSTOMER, ITS EMPLOYEES, CUSTOMERS, AGENTS, AND OTHERS.

5. Acknowledgement
CUSTOMER ACKNOWLEDGES THAT AAI IS MATERIALLY RELYING ON THESE PROVISIONS IN PROVIDING THE PRODUCTS TO CUSTOMER.

6. Attention and Warning
THE DEMOKITS PROVIDED HEREWITH ARE EXPERIMENTAL IN NATURE, ARE INTENDED FOR USE BY EXPERIMENTED ELECTRICAL ENGINEERS AND ARE NOT FOR USE BY CONSUMERS. THE DEMOKITS INVOLVE THE USE OF HIGH VOLTAGE AND MAY RESULT IN ELECTRIC SHOCK IF IMPROPERLY USED. AAI AND THEIR RESPECTIVE AFFILIATES ADVISE YOU TO READ THE ENTIRE DOCUMENTATION IN ORDER TO UNDERSTAND THE DEMOKITS PRIOR TO USE. NO TESTING FOR COMPLIANCE WITH SAFETY STANDARDS HAS BEEN UNDERTAKEN IN RESPECT OF THESE DEVELOPMENT TOOLS. AAI AND THEIR RESPECTIVE AFFILIATES DO NOT ASSUME ANY LIABILITY OR RESPONSIBILITY FOR ANY INJURY AS A RESULT OF THE USE OR MISUSE OF THESE DEMOKITS.