Terms of Use
(Effective March 18, 2015)
(Effective March 18, 2015)
1.The following terms of use (“Terms of Use”) apply to all users of this website (the “Site”) and all users of any Information (as defined in Section 2) and constitutes a legal agreement between (a) Scientific Components Corporation (“Mini-Circuits”) and (b) you, and if using the Site or any Information on behalf of your employer or your company (“Company”), then also your Company. Reference to the terms “you”, “your” or “yourself” in the remainder of these Terms of Use refers collectively to both you and, if applicable, your Company, unless otherwise expressly indicated. By using the Site or any Information, you hereby agree that such use will be subject to these Terms of Use and you shall be deemed to have accepted and agreed to be bound by these Terms of Use. In that regard, you represent and warrant that: (i) you have read, understood and agreed to be bound by the Terms of Use; (ii) you have the power, authority and legal right to use the Site and the Information in accordance with these Terms of Use on behalf of yourself and if applicable, your Company; (iii) if using this Site or any Information on behalf of your Company, such use has been duly authorized by all requisite action, corporate or otherwise; and (iv) these Terms of Use are a valid, legal and binding obligation of you, enforceable in accordance with its terms. If you do not agree to these Terms of Use, you cannot use the Site or any Information.
Mini-Circuits may amend these Terms of Use from time to time, without notice, which amendments will be posted on the Site and will become effective upon posting. It is your responsibility to review these Terms of Use to determine if there have been any changes, which will be indicated by a revision to the effective date posted above. Your continued use of the Site or any Information after posting shall constitute your acceptance of and agreement to be bound by the amended Terms of Use.
These Terms of Use are in addition to and not intended to supersede: (w) any applicable written agreement(s) between Mini-Circuits and you or your Company; (x) any of Mini-Circuits’ then applicable company policies; (y) Mini-Circuits privacy policy, which is applicable and located at http://www.minicircuits.com/homepage/privacy_policy.html (“Privacy Policy”); and (z) Mini-Circuits’ standard terms and conditions, which are applicable and located at http://www.minicircuits.com/MCLStore/terms.jsp (“Standard Terms”) (the items referenced in (w)-(z) are collectively referred to as the “MC Terms”). In the event there is any conflict between these Terms of Use and the terms contained within any other applicable MC Terms, the terms which are more favorable to Mini-Circuits, as determined by Mini-Circuits, shall apply.
2.You acknowledge that all Information published on this Site or otherwise provided or made available to you by Mini-Circuits is protected in the United States and internationally by applicable federal, state, and local laws and regulations including, without limitation, copyright laws, trademark laws, patent laws and other proprietary rights laws. Accordingly, any unauthorized use of any Information will constitute a violation of such laws and Mini-Circuits proprietary rights to and in the Information. For purposes of these Terms of Use, the term “Information” means all technical information, designs, drawings, processes, 3D models or renderings, engineering and manufacturing information, instructions, Yoni search engine results and related part selections and descriptions and characterizations of parts, components or circuits, and the availability of parts, prices and lead time, data sheets, specifications, application notes, and other similar technical documents provided or made available by Mini-Circuits. The Information is provided by Mini-Circuits as an accommodation to its customers, and may be used by you only to promote your purchase of Mini-Circuits’ parts (the “Purpose”). You acknowledge that the Information is subject to change, qualifications, variations, adjustments or modifications from time to time, without notice. Moreover, you acknowledge and agree that the Site and the Information may contain errors, omissions, inaccuracies, mistakes or deficiencies. Accordingly, you hereby acknowledge and agree that these risks and exposures exist while utilizing this Site or the Information, that your use of this Site or the Information is subject to such risks and exposures, and that Mini-Circuits will have no liability on account of any of the foregoing, except as otherwise expressly stated in Mini-Circuits Standard Terms.
You may not: (a) modify, copy, distribute, publish or transmit any Information for any public or commercial purpose; (b) exploit any Information in any form, or by any means, without prior written permission from Mini-Circuits; (c) reverse-engineer, decompile or disassemble any Mini-Circuits parts or software; (d) remove any copyright or other proprietary notices from any Information or on any copy authorized by Mini-Circuits; (e) allow or permit any unauthorized third-party to access or use of the Site or any Information or any component thereof; (f) use the Site or any Information for any unlawful purpose; (g) engage in any activities or practices that disrupt, circumvent or otherwise interfere with the operation of the Site; (h) access or attempt to access, without authorization, any password protected information on this Site or attempt to circumvent access restrictions or any other security measures; or (i) perform any act or omission that would violate these Terms of Use.
3.You agree to: (a) use the Site and the Information as an authorized user, only for the Purpose and only in accordance with the Terms of Use; (b) take all precautions necessary to maintain the secrecy and security of any passwords and user IDs that may be issued by you and be solely responsible for any use, misuse, theft or loss of any such passwords and user IDs, including unauthorized access by third parties; and (c) comply with any and all applicable MC Terms governing transactions on and through the Site. You hereby agree to immediately notify Mini-Circuits by telephone and in writing (i) of any unauthorized use of the Site or any Information, or (ii) if you reasonably suspect such unauthorized use has occurred.
4.THE Site AND Information ARE PROVIDED AND MADE AVAILABLE TO You “AS IS”, “WITH ALL FAULTS” AND WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND, ALL OF WHICH ARE HEREBY WAIVED. Mini-Circuits DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, ARISING BY OPERATION OF LAW OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OR THE LIKE. Mini-Circuits DOES NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE Site OR THE Information, NOR DOES Mini-Circuits MAKE ANY COMMITMENT TO UPDATE THE Site OR THE Information OR PROVIDE You WITH ANY NOTICE THEREOF. Mini-Circuits DOES NOT WARRANT THAT THE Site or Information IS FREE OF VIRUSES, TIME BOMBS, TROJAN HORSES, WORMS AND OTHER DAMAGING COMPUTER PROGRAMMING ROUTINES OR HARMFUL COMPONENTS. You BROWSE AND USE THIS Site AND THE Information AT Your OWN RISK. Information IS PROVIDED WITH THE EXPRESS UNDERSTANDING THAT Mini-Circuits IS NOT RENDERING TECHNICAL OR PROFESSIONAL ADVICE OR OPINIONS ON SPECIFIC FACTS AND MATTERS AND, ACCORDINGLY, Mini-Circuits ASSUMES NO LIABILITY IN CONNECTION WITH THE USE OF THIS Site OR THE Information.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL Mini-Circuits OR ITS AFFILIATES BE LIABLE TO You OR ANY OTHER PERSON OR ENTITY FOR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, INCIDENTAL, COMPENSATORY, DIRECT, INDIRECT, COVER, OR SPECIAL DAMAGES, OR LOST PROFITS OR EXPENSES OF WHATSOEVER KIND AND NATURE, REGARDLESS OF WHETHER THE LIABILITY RESULTED FROM ANY GENERAL OR PARTICULAR REQUIREMENT OR NEED WHICH Mini-Circuits KNEW OR SHOULD HAVE KNOWN OF. THIS LIMITATION OF LIABILITY WILL APPLY TO ANY CLAIM WHETHER THE CLAIM IS BASED ON CONTRACT, TORT, WARRANTY OR ANY OTHER LEGAL THEORY, AND REGARDLESS OF WHETHER Mini-Circuits HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN THE EVENT THAT ANY TERM OF ANY AGREEMENT BETWEEN You AND Mini-Circuits OR ITS AFFILIATES IS FOUND UNCONSCIONABLE OR UNENFORCEABLE FOR ANY REASON, THIS PROVISION OF WAIVER BY AGREEMENT OF CONSEQUENTIAL DAMAGES SHALL NEVERTHELESS CONTINUE IN FULL FORCE AND EFFECT.
All Information is provided solely for purposes of identifying the parts in question and for illustrative purposes and do not constitute a warranty that our parts will conform to such Information nor that our parts will perform in accordance with such Information in your products or systems, and Mini-Circuits hereby waives any and all liability in connection therewith, except as otherwise expressly stated in Mini-Circuits Standard. Accordingly, incorporation of our parts or depictions thereof in the design of your parts or systems is at your own risk and pursuant to your own qualification tests and analysis. For up-to-date information, please contact an authorized Mini-Circuits representative for our current part specification sheets.
All Information is provided merely as an accommodation for informational and potential guideline purposes only. Mini-Circuits assumes no responsibility or liability resulting from the use of Information, selection or installation of parts based on Information, application assistance, customer product or system designs and safeguards, and damage to equipment resulting from the use of Information, and Mini-Circuits shall have no liability for any of the foregoing.
Yoni search results may identify parts that have performance parameters that are outside of the performance parameters stated in Mini-Circuits applicable specifications for the parts in question. Parts used outside of Mini-Circuits applicable specifications will not be covered by Mini-Circuits standard limited warranty even though parts may be capable of operating outside of such performance parameters. Accordingly, you should verify that the parts selected by Yoni based on your performance criteria are within the performance parameters stated in Mini-Circuits applicable specifications. It is your responsibility to consult with your own engineers or other appropriate professionals who are familiar with your requirements and system configuration in order to select appropriate parts. Accordingly, you are barred from any recovery against Mini-Circuits by reason of the improper selection or use of parts based on Yoni search results or otherwise, and any liability of Mini-Circuits on account thereof is hereby waived.
5.Any trademarks, logos, slogans, product designations, service marks, and trade dress (collectively “Marks”) displayed on this Site or on any Information are the property of Mini-Circuits or other third parties. You are not permitted to use these Marks without the prior written consent of Mini-Circuits or such third-party which may own the Mark. This Site or the Information may contain information and disclosures of parts, methods or other technology which may be the subject of intellectual property protection under applicable law.
6.This Site may contain third-party content (“Third-party Content”) and links to other third-party websites (“Third-party Sites”). Mini-Circuits makes no representations or warranties about any Third-party Content or Third-party Sites which you may access through this Site. You acknowledge that Mini-Circuits has not reviewed these Third-party Sites, has no control over such Third-party Sites or the Third-party Content, and is not responsible for any of these sites or their content. Accordingly, you acknowledge and agree that access to any Third-party Content or Third-party Site is at your own risk and Mini-Circuits shall have no liability therefor. Mini-Circuits is not responsible for the accuracy, reliability or completeness of any information, data, opinions, advice or statements made on these Third-party Sites or in the Third-party Content. Neither Mini-Circuits nor its affiliates shall be liable for any damages or injury arising out of or relating to any Third-party Site, Third-party Content or your use thereof, and same are hereby waived. Mini-Circuits provides these links merely as a convenience and the inclusion of such links does not imply an endorsement, sponsorship or recommendation by Mini-Circuits of anything contained on Third-party Sites, or in Third-party Content, or such third-party’s products or services. Mini-Circuits reserves the right to terminate and remove any (a) Third-party Content on the Site, or (b) hyperlinks to any Third-party Sites at any time.
Moreover, a Third-party Site may provide a link to this Site (“Links”). This does not indicate an endorsement, authorization, sponsorship, affiliation, joint venture or partnership by or with Mini-Circuits. In most cases, Mini-Circuits is not aware that a third-party has linked to this Site. You acknowledge and agree that neither Mini-Circuits nor its affiliates shall be liable for any damages or injury arising out of or relating to a Link to this Site from a Third-party Site, and same are hereby waived.
Mini-Circuits cannot guarantee that any of the Third-party Sites or Links will be free from any viruses, time bombs, trojan horses, worms or any other damaging computer programming routines or harmful components, and Mini-Circuits will not have any liability on account of any of the foregoing.
7.Mini-Circuits shall have the right to immediately terminate, limit or suspend your access to all or any part of the Site at any time and without notice. Mini-Circuits reserves the right to discontinue at any time and without notice, the availability of (a) the Site or any portion thereof, or (b) any Information, without any liability to you whatsoever.
8.You acknowledge and agree that you have read, understood, and agreed to Mini-Circuits’ Privacy Policy.
9.You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information provided by you to Mini-Circuits on this Site (“Submissions”) are non-confidential and shall become the sole property of Mini-Circuits. Mini-Circuits shall own exclusive rights to the Submissions, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you. You represent, warrant and agree that Submissions made by you do not and will not (i) include any violent, nude, partially nude, discriminatory, unlawful, hateful, pornographic or sexually suggestive content; (ii) violate or infringe upon the rights of any third-party, including copyright, trademark, privacy, publicity, or other personal or proprietary rights; (iii) defame, stalk, bully, abuse, harass, threaten, impersonate or intimidate people or entities; (iv) contain any domain names or web URLs; and (v) contain material that otherwise violates these Terms of Use, applicable laws, rules or regulations. You are solely responsible for your conduct and any data, text, files, information, usernames, images, graphics, photos, profiles, and other content or materials that you submit, post or display on the Site.
10. If you need to contact Mini-Circuits regarding these Terms of Use, we may be reached by emailing us at webuse@minicircuits.com
11.
- This Site is administered by Mini-Circuits from its offices in Brooklyn, New York. Mini-Circuits makes no representation that Information is appropriate or available for use outside the United States. Access to this Site is prohibited in any territories where the content of this Site is illegal
- You acknowledge and agree that the Terms of Use shall be a contract made in the United States, State of New York. All questions pertaining to the validity, construction, execution and performance of the Terms of Use shall be construed and governed in accordance with the domestic laws of the State of New York (including, without limitation, the UCC), without giving effect to principles of (i) comity of nations or (ii) conflicts of law. The Terms of Use shall not be governed by the provisions of the U.N. Convention on Contracts for the International Sale of Goods. Any controversy or claim arising out of or relating to the Information, this Site or these Terms of Use shall be settled by arbitration in accordance with the Federal Arbitration Act, 9 U.S.C Sec. 1 et seq., and administered by the American Arbitration Association in accordance with its commercial arbitration rules. The arbitration proceedings shall be conducted in English, before a panel of three (3) neutral arbitrators. The place of the arbitration shall be in New York, New York. Any award in an arbitration initiated under these Terms of Use shall be in accordance with New York law and may be entered into a federal or state court located in the United States of America, State of New York, County of Kings. In any arbitration initiated hereunder, the arbitrators will have no authority to award to you any consequential, exemplary, punitive, incidental, compensatory, direct, indirect, cover or special damages, or lost profits or expenses of whatsoever kind against Mini-Circuits or its affiliates.
- You hereby agree to be bound by all applicable laws and regulations that may pertain to the Site or the Information including, without limitation, United States export laws and regulations. You further agree that the Information will not be used, exported, re-exported, or released (a) to any of the following countries or a national thereof: Cuba, Iran, North Korea, Sudan, Syria or any other country specified in Country Group E (as specified in the then current Supplement No. 1 to Part 740 of the U.S. Export Administration Regulations), (b) to any entity or person specified in the then current Treasury Department Specially Designated Nationals and Blocked Persons List available at the U.S. Department of Treasury website (www.treasury.gov), (c) to any entity or person on the then current Unverified List available at the Bureau of Industry and Security website (www.bis.doc.gov), (d) to any entity or person on the then current Denied Persons List also available at the Bureau of Industry and Security website, (e) to any entity as specified in Entity List Supplement No. 4 to Part 744 of the U.S. Export Administration Regulations, or (f) in any manner, to any person, entity or country, or for any use, except in compliance with, and with all applicable licenses, license exceptions and approvals required under all applicable United States and foreign laws, rules, restrictions and regulations, including, without limitation, the U.S. Export Administration Regulations, the Arms Export Control Act, and the International Traffic In Arms Regulations. Diversion therefrom contrary to U.S. law is prohibited. If you choose to access this Site from outside the United States, you do so on your own initiative and are responsible for compliance with applicable local laws.
- Mini-Circuits’ obligations with respect to its parts are governed solely by the agreements it enters into with its customers and vendors. The rights and obligations concerning the sale of parts to you by Mini-Circuits are governed by Mini-Circuits’ Standard Terms, which are applicable. You acknowledge and agree that in the event you purchase parts using this Site, such purchase will be subject to Mini-Circuits’ Standard Terms and you will be deemed to have accepted and agreed to be bound by Mini-Circuits’ Standard Terms. Notwithstanding any information or confirmation provided by Mini-Circuits, Mini-Circuits makes no guarantees or representations with respect to its inventory or the availability of any of Mini-Circuits’ parts.
- Failure or delay by Mini-Circuits to enforce compliance with any term or condition of these Terms of Use shall not constitute a waiver of such term or condition.
- Subject to the applicable written agreement(s) between Mini-Circuits or its affiliates, on the one hand, and you or your Company, on the other hand for the purchase of Mini-Circuits parts, these Terms of Use and the MC Terms constitute and contain the entire agreement between Mini-Circuits and you with respect to your access to and use of this Site and the Information, and supersedes and replaces all prior agreements, prepared or otherwise, whether written or oral, concerning your access to and use of this Site or the Information.
