Effective Date: August 9, 2021
Welcome to www.kydex.com, the "Site." The following kydex.com Terms and Conditions are between you and SEKISUI KYDEX, 6685 Low Street, Bloomsburg, PA 17815 and its affiliates ("KYDEX") and constitute a legal agreement that governs your use of the Site. The Site is comprised of web pages containing information and resources provided by KYDEX and certain third party content providers. The kydex.com Terms and Conditions only govern your use of the Site. KYDEX offers you access to the Site conditioned on your acceptance of these kydex.com Terms and Conditions, including your agreement to the Privacy Statement and the KYDEX Code of Conduct, each as amended from time to time, which are part of and incorporated into these kydex.com Terms and Conditions (collectively, the "Terms") and apply to your use of the Site. "You" means an individual who accesses the Site or any services available through the Site ("Services").
KYDEX's Privacy Statement contains information about KYDEX's practices for collection and use of information about you and your use of the Site. You agree that KYDEX, complying with its Privacy Statement, may collect, use, disclose, transmit, process and store information related to you and your account for Services, to operate and provide the Site. You have the right to update, amend and delete your personal information in accordance with the Privacy Statement. Personal information collected through the Site may be stored and processed in the United States of America and any other country in which KYDEX or its service providers maintain facilities. By using the Site, you consent to the transfer, recording, and storage of information outside of the country where you reside. While in another jurisdiction for processing, the information may be accessed by the courts, law enforcement and national security authorities. Please review the Privacy Statement.
Please read these Terms carefully before accessing or using the Site. By clicking a box that indicates you agree to the Terms, or by otherwise accessing or using the Site (where agreement by such access or use is permitted by law), you agree to be bound by these Terms. If you do not wish to be bound by these Terms, do not agree to the Terms or access or use the Site. Additional terms. may be presented to you in connection with your use of the Site or particular feature of the Site, or the downloading of material from the Site or through the Service. You agree to comply with any additional terms, which are incorporated in these Terms by reference. If you do not agree to the additional terms, do not use or purchase the particular features to which the additional terms apply (if the terms are limited to specific features) or stop using the Site and terminate any related Service account. You may also be subject to additional terms and conditions from third parties that may apply when you purchase products or services or use or download software from third parties.
- Passwords; Attribution of Electronic Acts to You. Some activities on this Site require you to register with a user name and password You agree to maintain and are responsible for maintaining the confidentiality of your password and user name. You agree that if your user name and password are used on the Site, KYDEX may attribute that use to you and you will be legally bound by it and responsible for any and all activities that occur under your account. You agree to notify KYDEX immediately of any unauthorized use of your account or any other breach of security at the email address set forth Section 18.
- Site Use. Access to the Site is provided on a temporary basis and you may use the Site when it is available. The Site may not always be available. There may be interruptions or extended downtimes. KYDEX reserves the right to change or remove, and restrict or block access to, all or any part of the Site (including any features thereof) at any time without notice.
- Your Conduct. The Site may contain communication features (such as blogs, support forums, etc.) designed to enable you to communicate with KYDEX and the public at large. You agree to use the Site only to post, send and receive messages and material that are appropriate and related to the purpose of the Site. You must not misuse the Site by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technically harmful. You must not attempt to gain unauthorized access to the Site, or any servers, computers, or any data bases connected with the Site. You must not attach the Site via a denial-of-service attack, or a distributed denial-of-service attack. You agree that when using the Site, you will not engage or attempt to engage in any improper uses, as set out above and also as set out in the Code of Conduct. If you breach this section you may commit a criminal offence. KYDEX will report any such breach to the relevant law enforcement authorities and KYDEX will cooperate with those authorities by disclosing your name and any other relevant information that KYDEX holds about you. In the event of such a breach, your right to use the Site will cease immediately.
If KYDEX suspects violations of any of this Section, KYDEX may institute legal action and cooperate with law enforcement authorities in bringing legal proceedings against violators. You agree to cooperate with KYDEX in investigating suspected violations. KYDEX reserves the right to install, implement, manage and operate one or more software, monitoring or other solutions designed to assist in identifying or tracking activities that KYDEX considers to be illegal or violations of these Terms, to the extent such measures are allowed by applicable law.
- Caution about Accuracy of Information. This Site intends to represent current KYDEX services and products, however, certain information may be outdated. The Site is subject to change without notice and may contain typographical errors, inaccuracies or omissions. The colors you see (for example, product colors) on the Site may depend on the specifications and settings of your computer and may not accurately depict the actual colors. You agree not to rely on any information provided on this Site, which is provided for your convenience only.
- User Content. The Site may contain communication features (such as blogs, support forums, etc.) designed to enable users to communicate with KYDEX and the public at large, and Content may also be posted to the Site or particular Service by users. "User Content" means all information, graphics, text, images, software, sound files, video, communications and other materials, including all metadata associated with any content, that is posted to the Site or a Service by users of the Site (except Feedback, defined in Section 9. All User Content is considered to be non-confidential and non-proprietary. You are solely responsible for all User Content uploaded, downloaded, posted, emailed, transmitted, stored or otherwise made available by you or through your account. KYDEX may not control the User Content posted or transmitted using the Site and it does not guarantee the accuracy, integrity or quality of any User Content. Although KYDEX does not pre-screen the User Content, KYDEX reserves the right to determine whether any User Content is appropriate and in compliance with the applicable Terms, and may pre-screen, filter, restrict, block, move, refuse, modify or remove User Content at any time in its sole discretion, without prior notice. KYDEX will not be liable for any User Content. KYDEX does not guarantee the security or availability of any User Content transmitted or stored using the Site or a Service, and makes no representations that it will monitor access or use of the Site or a Service. KYDEX encourages you not to post or share sensitive personal information.
- License to User Content. KYDEX does not claim ownership of User Content you submit or make available using the Site or an associated Service. However, by submitting, posting or transmitting User Content and/or personally identifiable information on areas of the Site that are accessible by other users or the public, you grant to KYDEX and those members of the public who have access to that User Content a worldwide, royalty-free, non-exclusive license to use, transmit, distribute, reproduce, modify, adapt, disclose to third parties, publish, translate, publicly perform and publicly display that User Content, and to publish your name and other personally identifiable information in connection with that User Content. KYDEX may disclose your identity (if it knows it) to any third party that claims any material posted or uploaded by you to the Site is a violation of their intellectual property rights, or of their right to privacy. By submitting, posting or transmitting User Content on areas of the Site that are accessible to other users or the public, you represent and warrant that you are the owner of that User Content or have authorization to distribute it (including all consents required under applicable privacy laws) and that the use and publication of the User Content does not violate any law. You understand that in order to provide the Site and any associated Service and make your User Content available on it, KYDEX may transmit your User Content across various public networks, in various media, and may reproduce, modify or change your User Content, KYDEX may store and retrieve the User Content, may make it available to users and other members of the public, and may amend it for compliance with technical requirements, and otherwise in connection with operation of the Site. KYDEX is not responsible, or liable to any third party, for the content or accuracy of any materials posted by you or any other user of the Site. KYDEX has the right to remove any material or posting made on the Site, for any reason, including non-compliance with the Code of Conduct.
- Feedback. You agree that, if you submit or provide suggestions for improving KYDEX products and services ("Feedback") to KYDEX, by the act of submission or suggestion you effectively irrevocably assign to KYDEX all right, title and interest throughout the world in the Feedback without the right to any compensation or royalties from KYDEX and, to the extent allowed by applicable law, you waive any moral rights you may have in the Feedback. Further, you effectively irrevocably waive and agree never to assert any claims against KYDEX or any of KYDEX's successors in interest with respect to Feedback you submit or provide to KYDEX. You also agree that this assignment and waiver will be effective without the need for any further action or execution of any further document by you.
- KYDEX Content; Proprietary Rights; License; Updates. "KYDEX Content" means all information, graphics, text, images, software, sound files, video, communications and other materials (including all metadata associated with any content) that KYDEX and its licensors provide to you in connection with the Site. KYDEX and its licensors own all KYDEX Content, including the selection and arrangement of the KYDEX Content and the "look and feel" of the Site. KYDEX and its licensors own all legal rights, title and interest in and to the Site, KYDEX Content, and any software (including updates and upgrades thereto) provided to you as part of or in connection with your use of the Site ("Software"), including any and all intellectual property and other proprietary rights that exist therein. KYDEX grants you a personal, non-exclusive, nontransferable, limited license to use the Software as provided to you by KYDEX as part of the Service and in accordance with the Terms. KYDEX may from time to time send you updates to the Software which may be automatically downloaded and installed to your device. These updates may include bug fixes, feature enhancements, improvements, or new versions of the Software. You hereby agree that KYDEX may automatically deliver these updates to you and you will receive and install them on your device as required.
- No Warranties. The Site, Linked Sites, Content, Third Party Materials, and Services, including without limitation, updates and upgrades for the software installed on your KYDEX device that you download to your KYDEX device via the Site, are provided "AS IS," "WITH ALL FAULTS" and "AS AVAILABLE," and the entire risk as to satisfactory quality, performance, availability, security, accuracy and effort is with you to the maximum extent permitted by applicable law. KYDEX and its suppliers make no representations, warranties or conditions, express, implied or statutory, including without limitation, the implied warranties of merchantability, merchantable or satisfactory quality, fitness for a particular purpose, title or non-infringement. In particular, KYDEX, its suppliers and licensors make no warranty that (i) the Site or Services will meet your requirements; (ii) the Site or Services will be provided on an uninterrupted, timely, secure or error-free basis; (iii) any information obtained by you using the Site or Services will be accurate or reliable; or (iv) any defects or errors in the Software provided to you via the Site will be corrected. KYDEX will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technically harmful material that may infect your computer, device, computer programs, data or other proprietary material due to your use of the Site or as a result of downloading any material available on it, or on any website linked to it. All content and other material you download or obtain through the Site is accessed at your own risk, and you will be solely responsible for any damage to your device or loss of data or content that results from download of any material. KYDEX does not represent or warrant that the Site or any feature or part thereof is available or appropriate for use in any particular location. You are responsible for compliance with all applicable laws in connection with your access to and use of the Site. You may have additional consumer rights under your local laws that these Terms cannot change. In particular, to the extent local legislation implies statutory terms which cannot be excluded, those terms are deemed incorporated into this document but KYDEX's liability for a breach of those statutory implied terms is limited in accordance with and to the extent permissible under the applicable legislation.
- Disclaimer of Certain Damages. To the maximum extent permitted by law, in no event will KYDEX or any supplier be liable for (a) any consequential, special, incidental, indirect or punitive damages; or (b) damages for loss of profits or confidential or other information, for business interruption, for personal injury, property damage, for loss of privacy, for failure to meet any duty of good faith or reasonable care or for negligence, in (a) and (b) arising out of, based on, resulting from or in any way related to these Terms, the Site, your use of the Site, Linked Sites, KYDEX Content, Third Party Materials or Services, even if KYDEX or any supplier has been advised of the possibility of such damages. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, or of damages for personal injury, so the above limitations or exclusions of damages may not apply to you.
- Limitation of Liability and Exclusive Remedy. To the maximum extent permitted by applicable law, KYDEX's and its suppliers' maximum, aggregate liability to you, and your exclusive remedy under these Terms for any and all damages, injury, property damage and losses arising from any and all claims and causes of action arising out of, based on, resulting from or in any way related to these Terms, the Site, Linked Sites, KYDEX Content, Third Party Materials, Services or your use of the Site will be to recover the actual damages you incur based upon reasonable reliance on the Site up to five dollars (U.S. $5.00). The existence of multiple claims or suits under or related to these Terms, the Site, Linked Sites, KYDEX Content, Third Party Materials or Service will not enlarge or extend the limitation of money damages. To the maximum extent permitted by applicable law, these actual money damages will be your sole remedy.
Some jurisdictions do not allow certain contract terms. If a court of competent jurisdiction deems the above liability cap unenforceable, it will to that extent not be applicable but instead the words "up to five dollars (U.S. $5.00)" will be deemed replaced by the words "up to the value of the transaction in respect of which liability has arisen."
Nothing in this Section 13 will be interpreted as purporting to exclude liability which cannot under prevailing legislation be excluded, but any such statutory entitlement available to you will be deemed limited to the extent (if at all) permissible under such legislation.
- Indemnity. You will defend, indemnify and hold KYDEX, its directors, officers, employees, agents, partners, suppliers and licensors harmless from any third party claim or demand, including reasonable attorneys' fees, relating to or arising from (a) any User Content submitted, posted, transmitted or otherwise made available under your account using the Site or a Service; (b) your use of the Site or Service and activities occurring using your account information; (c) any violation by you of the Terms; and (d) your violation of any third party rights. This indemnification will survive the termination or expiration of the Terms and your use of the Site or Service.
- Independent Remedies. The exclusion of damages under Section 12 is independent of your exclusive remedy in Section 13 and it survives even if the exclusive remedy fails of its essential purpose or otherwise is deemed unenforceable. Each of these limitations of liability in Sections 12 and 13 apply without regard to whether damages arise from (a) breach of contract, (b) breach of warranty, (c) fault or tort, including negligence and misrepresentation, (d) strict liability or (e) any other cause of action, to the extent the exclusions and limitations are not prohibited by applicable law.
- Copyright Notice and Takedown Procedures. You agree to respect the intellectual property rights of KYDEX and third parties. If you believe that material available through the Site infringes the copyright of any third party, please notify KYDEX's copyright agent by using the notice procedure described at Copyright & Intellectual Property. After receiving notice, KYDEX may remove or disable access to any potentially infringing material. KYDEX has the right to terminate any account or right of access to the Site for infringement by the account holder, or person accessing the Site, of KYDEX's or others' rights.
- Applicable Law and Forum. Regardless of conflict of laws principles, if you live in (a) North America, Latin America, the laws of Washington State in the United States govern the Terms, the interpretation thereof and claims for breach; and (b)any other region, the laws of Taiwan (ROC) govern the Terms, the interpretation thereof and claims for breach; all other claims, including claims regarding consumer protection laws, unfair competition laws, and in tort, will be subject to the laws of your state of residence in the United States, or, if you live outside the United States, the laws of the country to which we direct your service. If you live in North America or Latin America, you and KYDEX agree to submit to exclusive jurisdiction and venue in the state and federal courts in King County, Washington for any and all disputes, claims and actions arising from or in connection with the Service or the Terms. If you live in any other region, you and KYDEX agree to submit to exclusive jurisdiction in Taipei District Court in Taiwan for any and all disputes, claims and actions arising from or in connection with the Service or the Terms. The United Nations Convention on the International Sale of Goods is expressly excluded from application to the Terms. You will not use or export anything from the Site or a Service (including Software) in violation of U.S. or any other country's export laws and regulations or the Terms. Unless the following limitation is prohibited by applicable law, any claim or cause of action arising out of or related to the Terms or the use of the Site or a Service must be filed within one (1) year after the cause of action arose or be barred.
- Changes to these Terms. KYDEX reserves the right to change these Terms at any time. The updated version will be effective upon the date of posting unless indicated otherwise in the updated Terms. You can review the most current version of the Terms at any time at www.kydex.com. Your acceptance of the Terms by clicking a box (if one is made available to you), or your continued use of the Site after the updated version of the Terms becomes effective constitutes your binding acceptance of the updated version of the Terms. If you do not agree to any updated version, you must immediately terminate your registration and/or discontinue your use of the Site.
- Termination. You may terminate your account registration or stop using the Site at any time. KYDEX reserves the right to terminate these Terms and your access to the Site or any portion thereof, including any Services at any time, without notice. Sections 2, 5, 6, 8, 9, 10, 11, 12, 13, 14, 15, 17, 19, 21, and 23 will survive termination.
- Notices. KYDEX may give you all notices (including legal process) that KYDEX is required to give by any lawful method, including by posting notice on the Site or by sending it to any email or mailing address that you provide to KYDEX. You agree to keep your email and mailing addresses current and to check for notices posted on the Site. You agree to send KYDEX notice by mailing it to KYDEX's "Address for Legal Notices" which is:
6685 Low Street
Bloomsburg, PA 17815
- General. If a court of competent jurisdiction determines that any part of these Terms is invalid or unenforceable, then it will replace the invalid or unenforceable provision with a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms will continue in effect. The section titles in these Terms are used only for the parties' convenience and have no legal or contractual significance. KYDEX may assign these Terms, in whole or in part, at any time with or without notice to you. You may not assign these Terms or assign, transfer, or sublicense your rights, if any, in the Site. KYDEX's failure to act with respect to a breach by you or others does not waive its right to act with respect to subsequent or similar breaches. These Terms (including the Privacy Statement, Code of Conduct and any other incorporated terms) constitute the entire agreement between you and KYDEX with respect to the Site. These Terms supersede all prior or contemporaneous communications of any kind between you and KYDEX with respect to the Site. Any translation of the Terms is done for local requirements. If there is a dispute between the English and any non-English version, the English version of the Terms will govern.
- Support. KYDEX does not offer customer support for the Site or any feature or service available through the Site, unless KYDEX has posted information on the Site that we offer customer support for a particular section of the Site.
- Copyright and Trademark Notices. Except for User Content, all content offered in connection with the Site is ©2021 SEKISUI KYDEX and/or its suppliers, 6685 Low Street, Bloomsburg, PA 17815. All rights reserved. Copyright and other intellectual property laws and treaties protect any software and content provided on the Site. SEKISUI KYDEX and/or its suppliers own the title, copyright and other intellectual property rights in the Site, KYDEX Content, Feedback and any Software (including any updates and upgrades that you download for your KYDEX device via the Site). The KYDEX logo, the KYDEX quietly brilliant logo and/or other KYDEX product names and services referenced on the Site are the trademarks of KYDEX Corporation. All other company names, product names, service names and logos referenced on the Site.