SOLIDIGM TERMS OF USE
Last Modified: October 8, 2021
1. Acceptance of Terms of Use
This website and the materials made available by and through this website are provided by Solidigm and its affiliates (“Solidigm”) for use by its customers, consumers, employees, and ecosystem partners and is intended for personal and informational use only. By accessing, browsing, or using this website or the materials, you accept and agree to be bound by these Terms of Use and any additional terms and conditions which may accompany the materials made available through this website (collectively, the “Terms”). If you are an individual acting on behalf of an entity, you represent and warrant that you have the authority to agree to the Terms on behalf of that entity and to bind that entity to the Terms. IF YOU DO NOT AGREE TO THE TERMS, DO NOT ACCESS OR USE THIS WEBSITE OR ANY MATERIALS FROM IT.
2. Scope of Terms. Modifications. Translations.
2.1 Application: The Terms apply to all websites where these Terms are posted, displayed, or referenced ("Websites"), whether the sites are sponsored, managed, or hosted by Solidigm or third parties. The Terms also apply to any resources and tools provided through the Websites, including but not limited to developer tools, software, download areas, research areas, community forums, chat rooms, blogs, sharing sites, and product information. Finally, the Terms apply to documents made available on the Websites such as white papers, press releases, datasheets, and specification documents. Hereafter, all materials provided by the Websites will be referred to as the "Materials."
2.2 Supplementary Terms for Materials and Sub-Sites: Certain Materials or sub-sites accessible via the Websites may have their own supplementary terms and conditions specific to them. By accessing or using those Materials or sub-sites, you accept and agree to be bound by the applicable supplementary terms and conditions. These Terms will apply and remain in effect with respect to those Materials and sub-sites, provided that, to the extent these Terms conflict with or are superseded by any such supplementary terms and conditions, the supplementary terms and conditions will govern and control.
2.3 Changes and Updates to Terms: Solidigm may, but is not required to, substitute, add to, change, or remove any part of the Terms at any time without notice to you (“Modified Terms”). Modified Terms will be effective when posted by Solidigm, and your use of the Websites or the Materials after the posting of the Modified Terms will be deemed your acceptance of and agreement to be bound by the Modified Terms. The date on which the Modified Terms are posted will be stated at the beginning of the Modified Terms. If you do not agree to the Modified Terms, you must stop using the Websites and Materials.
2.5 Modification of Websites and Materials: Solidigm may, but is not required to, substitute, add to, change, remove, disable, or suspend the Websites, the Materials, or any portion thereof, temporarily or permanently, at any time without notice to you. These changes may include without limitation alterations to the features, functions, specifications, and pricing of any products or services described in or displayed on the Websites or the Materials.
4. Use of Websites and Materials
4.1 No Unlawful or Prohibited Use: You agree that you will not use the Websites or the Materials for any purpose that is unlawful or prohibited by the Terms. You must not:
4.1.1 Upload, post, email, transmit, or otherwise make available any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically, or otherwise objectionable;
4.1.2 Use the Websites or the Materials to stalk or otherwise harass or harm another;
4.1.3 Impersonate any person or entity, including but not limited to a Solidigm official, forum leader, guide, or host, or falsely state or otherwise misrepresent your affiliation with Solidigm or any person or entity, or collect or store personal data about other users in connection with any prohibited conduct or activities;
4.1.4 Forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Websites or the Materials;
4.1.5 Upload, post, email, transmit, or otherwise make available any content that you do not have the right to make available under any law or under contractual or fiduciary relationships (such as inside information or other proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
4.1.6 Upload, post, email, transmit, or otherwise make available any content that infringes or misappropriates any patent, trademark, trade secret, copyright, or any other proprietary rights of Solidigm or any third party;
4.1.7 Upload, post, email, transmit, or otherwise make available any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation;
4.1.8 Upload, post, email, transmit, or otherwise make available any material that contains software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;
4.1.9 Use the Websites or the Materials in any manner that could damage, disable, overburden, or impair any Solidigm server or network(s) connections, disobey any requirements, procedures, policies, or regulations of networks connected to the Websites or the Materials, or interfere with any other party's use and enjoyment of the Websites or the Materials;
4.1.10 Circumvent any use-limitation or restricted-access technology used by the Websites or the Materials, or otherwise attempt to gain unauthorized access to the Websites or the Materials, or any other accounts, computer systems, or networks connected to any Solidigm server or the Materials, through hacking, password mining, or any other means, or obtain or attempt to obtain any materials or information through any means not intentionally made available through the Websites or the Materials;
4.1.11 Intentionally or unintentionally violate any applicable local, state, national, or international law, including but not limited to regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including without limitation the New York Stock Exchange, the American Stock Exchange, or the NASDAQ, and any regulations having the force of law;
4.1.12 Provide material support or resources (or conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization designated by the United States government as a foreign terrorist organization;
4.1.13 Remove any copyright or other proprietary rights notices placed upon the Websites or Materials;
4.1.14 Perform automated searches against Solidigm's systems (except for non-burdensome federated search services), including using automated "bots," link checkers, or other scripts or web scraping technologies, without the prior written permission of Solidigm;
4.1.15 Use the Websites or the Materials to create products or perform services which compete or interfere with those of Solidigm;
4.1.16 Text mine, data mine, or harvest metadata from the Websites or the Materials; or
4.1.17 Download all or parts of the Websites or the Materials in a systematic or regular manner or so as to create a collection of materials comprising all or a material subset of the Websites or the Materials, in any form.
4.2 Enforcement: Enforcement of this section is solely at Solidigm's discretion, and failure to enforce this section in some instances does not constitute a waiver of its right to enforce it in other instances. In addition, this section does not create any private right of action on the part of any third party or any reasonable expectation that the Websites or Materials will not contain any content or conduct that is prohibited by this section.
5. Retained Rights. Patents.
5.1 Retained Rights: You acknowledge and agree that Solidigm or its licensors own all legal rights, title, and interest in and to the Websites and the Materials, and that the Websites and Materials are protected by worldwide copyright laws and treaty provisions. Except as set forth in these Terms and unless otherwise specified in the Materials themselves or pursuant to any license terms or permissions for the Materials, (a) no license rights or other rights are granted to you under any patents, copyrights, trademarks, or trade secret information, whether by implication, estoppel or otherwise, and (b) you may not modify, copy, distribute, transmit, display, perform, publish, license, create derivative works from, transfer, or sell the Websites or the Materials. Any unauthorized use of the Websites or the Materials may infringe Solidigm’s or a third party’s copyright rights, trademark rights, or other proprietary rights, may violate laws relating to privacy and publicity, and may result in civil or criminal liability.
5.2 Patents: You may not use or facilitate the use of the Websites or any Materials in connection with any patent or other intellectual property infringement analysis concerning Solidigm products. By your use of the Websites or Materials, you agree to grant to Solidigm (and do hereby grant to Solidigm) a non-exclusive, royalty-free license to any patent claims which include subject matter disclosed in the Websites or the Materials, and agree not to assert against Solidigm any claims for patent infringement based on any such patent claims.
6. Notices Related to Content
6.1 Trademarks: Any trade names, trademarks, service marks, logos, trade dress, and other brand features (“Trademarks”) displayed on or featured in the Websites or the Materials are the property of either Solidigm or third-party licensors. Nothing in these Terms grants you any license rights or other rights to use or display any such Trademarks.
6.2 Third Party Content: The Websites and the Materials may contain third party submitted content. Such content is not reviewed, approved, or endorsed by Solidigm and is provided solely as a convenience to you. Under no circumstances will Solidigm be liable to you or to any third party in any way for any third-party submitted or provided content, including but not limited to any errors or omissions, or damages of any kind. By your use of the Websites, you agree that you must evaluate, and bear all risks associated with, the use of any third party content, including any reliance on the accuracy, completeness, or usefulness of such third party content...
8. Notices Specific to Solidigm Documents
8.1 Permission to Use: Permission to use any Solidigm-owned white papers, press releases, datasheets, specification documents, FAQs, etc. ("Documents") made available as Materials via the Websites is granted, provided that (a) the copyright notice at the bottom of these Terms and this permission notice appear in all copies, (b) you may use Documents only for your informational and non-commercial personal use, (c) the Documents will not be copied or posted on any network computer or broadcast in any media, (d) no modifications of any Documents are made, and (e) you are otherwise in compliance with all of the Terms. Any other uses require the express written permission of Solidigm, which may be withheld in Solidigm's sole discretion.
9. Notices Specific to Solidigm Software
9.1 License Terms: Any Solidigm software that is made available for download from the Websites ("Software") is the copyrighted work of Solidigm or its licensors. Use of the Software is governed by the terms of the applicable end user license agreement which accompanies or is included with the Software ("License Agreement"). By downloading or using the Software, you agree to be bound by the terms of the License Agreement. The Software is made available for download solely for use by end users according to the License Agreement. Any reproduction or redistribution of the Software not in accordance with the License Agreement is expressly prohibited by law and may result in severe civil and criminal penalties. If no License Agreement accompanies or is included with the Software, then conditioned on your compliance with these Terms, Solidigm grants you a limited, nonexclusive, nontransferable, revocable, worldwide, fully paid-up license, without the right to sublicense, under Solidigm’s copyrights (subject to any third party licensing requirements), in each case solely within your premises and only for your internal demonstration, evaluation, testing, validation, and development of your Solidigm-based products, to (i) prepare derivative works (as defined in 17 U.S.C. § 101 et seq.) (“Derivatives”) of the Software, if provided or otherwise made available by Solidigm in source code form, and reproduce the Software, including Derivatives; (ii) display and perform an object code representation of the Software including your Derivatives to your customers or partners, with a need to know, only for demonstration and when integrated with and executed by your Solidigm-based product or Solidigm hardware provided by Solidigm and subject to your customers or partners entering a written confidentiality agreement that protects the confidentiality of the Software for at least 5 years; and (iii) have the rights in subparts (i) and (ii) performed by contractors working on your behalf or at your behest, provided that you remain fully liable to Solidigm for the actions and inactions of those contractors.
9.2 Restrictions: Except as permitted by these Terms or the License Agreement accompanying the Software, you must not, and must not allow any third party to, (a) use, copy, distribute, sell, or offer to sell the Software or associated documentation; (b) modify, adapt, enhance, disassemble, decompile, reverse engineer, or create derivative works from the Software except and only to the extent as specifically required by mandatory applicable laws or any applicable third party license terms accompanying the Software; (iii) make the Software available for the use or benefit of third parties; (iv) use the Software on your products other than those that include the Solidigm silicon product(s), platform(s), or software identified in the Software; or (v) publish or provide any Software benchmark or comparison test results. Violators will be prosecuted to the maximum extent possible.
9.3 Reproduction and Redistribution: WITHOUT LIMITING THE FOREGOING, THE COPYING OR REPRODUCTION OF SOLIDIGM SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED UNLESS SUCH REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PERMITTED BY THE LICENSE AGREEMENT ACCOMPANYING SUCH SOFTWARE.
9.4 Software Warranty Limitations: THE SOFTWARE IS WARRANTED, IF AT ALL, ONLY ACCORDING TO THE TERMS OF THE APPLICABLE LICENSE AGREEMENT. EXCEPT AS WARRANTED IN THE APPLICABLE LICENSE AGREEMENT, SOLIDIGM HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE SOFTWARE, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND/OR NON-INFRINGEMENT.
9.5 Software Tools and Utilities: FOR YOUR CONVENIENCE, SOLIDIGM MAY MAKE TOOLS AND UTILITIES AVAILABLE FOR USE AND DOWNLOAD AS PART OF THE WEBSITES OR THE SOFTWARE. SOLIDIGM DOES NOT MAKE ANY ASSURANCES WITH REGARD TO THE ACCURACY OF RESULTS OR OUTPUT DERIVED FROM USE OF ANY SUCH TOOLS OR UTILITIES. PLEASE RESPECT THE INTELLECTUAL PROPERTY RIGHTS OF OTHERS WHEN USING THE TOOLS AND UTILITIES MADE AVAILABLE ON THE WEBSITES OR AS PART OF THE SOFTWARE.
9.6 US Government Restricted Rights: Any Software is provided with "RESTRICTED RIGHTS." Use, duplication, or disclosure by the Government is subject to the restrictions as set forth in FAR52.227-14 and DFAR252.227-7013 et seq. or its successor. Use of any Software by the Government constitutes acknowledgment of Solidigm's proprietary rights in and to the Software.
10. Notices Specific to Solidigm Products
The Websites and the Materials may contain information regarding Solidigm products. With regard to all Solidigm products, you acknowledge and agree that:
10.1 Limitations: EXCEPT AS PROVIDED IN SOLIDIGM'S TERMS AND CONDITIONS OF SALE FOR ITS PRODUCTS, SOLIDIGM ASSUMES NO LIABILITY WHATSOEVER, AND SOLIDIGM DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY, RELATING TO THE SALE OR USE OF SOLIDIGM PRODUCTS, INCLUDING LIABILITY OR WARRANTIES RELATING TO FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, OR INFRINGEMENT OF ANY PATENT, COPYRIGHT, OR OTHER INTELLECTUAL PROPERTY RIGHT.
10.2 Use of Solidigm Products: If you integrate Solidigm products into your overall system, you are responsible for the safety of the overall system that includes the Solidigm products, including compliance with applicable safety-related requirements or standards.
10.3 Changes to Specifications: Solidigm may make changes to product specifications and product descriptions at any time, without notice to you. Designers must not rely on the absence or characteristics of any features or instructions marked "reserved" or "undefined." Solidigm reserves these for future definition and will have no responsibility whatsoever for conflicts or incompatibilities arising from future changes to them. The product information on the Websites or the Materials is subject to change without notice to you. Do not finalize a design using this information.
10.5 Defects and Errata: The products described in the Websites or the Materials may contain design defects or errors known as errata which may cause the products to deviate from published specifications. Current characterized errata are available on request.
10.6 Benchmarks and Performance Claims: Any performance tests and ratings provided in the Websites and the Materials are measured using specific computer systems and/or components and reflect the approximate performance of Solidigm products as measured by those tests. For further information about benchmarks and measurements and the performance of Solidigm products, please visit our Performance Index page.
10.7 Availability: Just because a product is displayed on the Websites or in the Materials does not mean that the product is available for purchase in all countries, jurisdictions, or localities. Contact your local Solidigm sales office or your distributor to learn the availability of products in your geographic area.
12. Links to Other Materials or Sites
The Websites and/or the Materials may contain links to other Internet sites. The linked sites are not under the control of Solidigm and Solidigm is not responsible for the content of any linked site or any link contained in a linked site. Solidigm reserves the right to terminate any link or linking program at any time. Solidigm does not necessarily endorse companies or products to which it links and reserves the right to note as such on the Websites or the Materials. If you decide to access or use linked sites, you do so entirely at your own risk.
13. Exclusion of Warranty. Limitation of Liability. Indemnification
13.1 Exclusion of Warranty: YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
13.2 UNLESS OTHERWISE EXPRESSLY STATED IN THE MATERIALS THEMSELVES OR PURSUANT TO ANY LICENSE TERMS OR PERMISSIONS FOR THE MATERIALS, THE WEBSITES AND THE MATERIALS ARE PROVIDED “AS IS” AND “AS AVAILABLE” AND WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. SOLIDIGM AND EACH OF ITS SUPPLIERS OR LICENSORS EXPRESSLY DISCLAIM ANY AND ALL REPRESENTATIONS OR WARRANTIES, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, VALIDITY, TITLE, OR NON-INFRINGEMENT. ACCORDINGLY, YOUR USE OF THE WEBSITES AND THE MATERIALS IS AT YOUR SOLE RISK.
13.3 SOLIDIGM DOES NOT WARRANT THE ACCURACY, COMPLETENESS, OR SUFFICIENCY OF ANY MATERIALS MADE AVAILABLE THROUGH THE WEBSITES AND AS SUCH YOUR USE OF ANY MATERIALS OBTAINED THROUGH THE USE OF THE WEBSITES IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEMS OR OTHER DEVICES OR FOR ANY LOSS OF DATA THAT RESULTS FROM YOUR USE OF THE MATERIALS.
13.4 Limitation of Liability: YOU EXPRESSLY UNDERSTAND AND AGREE THAT SOLIDIGM, ITS LICENSORS AND SUPPLIERS WILL NOT BE LIABLE TO YOU FOR:
13.5 ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION DIRECT, SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, RESULTING FROM ANY LOSS OF USE, LOSS OF DATA, LOST PROFITS, OR SIMILAR LOSS, IN ANY WAY ARISING OUT OF OR IN CONNECTION WITH THE WEBSITES OR THE MATERIALS, INCLUDING WITHOUT LIMITATION THE USE OR PERFORMANCE OF ANY SOFTWARE, DOCUMENTS, SERVICES, OR INFORMATION MADE AVAILABLE ON THE WEBSITES, REGARDLESS OF THE CAUSE OF ACTION OR THEORY OF LIABILITY UNDER WHICH SUCH DAMAGES ARE SOUGHT (WHETHER IN AN ACTION FOR BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE (INCLUDING STRICT LIABILITY), OR OTHER ACTION IN TORT).
13.6 ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU AS A RESULT OF (a) ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY, OR EXISTENCE OF ANY CONTENT IN OR ON THE WEBSITES, THE MATERIALS, OR THE DOCUMENTS, ANY CHANGES MADE BY SOLIDIGM THERETO, OR ANY PERMANENT OR TEMPORARY CESSATION BY SOLIDIGM IN THE PROVISION THEREOF, OR (b) YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL.
13.7 THE FOREGOING LIMITATIONS ON SOLIDIGM'S LIABILITY WILL APPLY WHETHER OR NOT SOLIDIGM KNEW OF, WAS ADVISED OF, OR OTHERWISE SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES. BECAUSE SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. ANY CAUSE OF ACTION YOU MAY HAVE WITH RESPECT TO YOUR USE OF THE WEBSITES OR THE MATERIALS MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CLAIM OR CAUSE OF ACTION ARISES. THE DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH IN THE TERMS WILL APPLY NOTWITHSTANDING THE FAILURE OF ANY ESSENTIAL PURPOSE.
13.8 Indemnification: You agree to indemnify, at Solidigm’s election defend, and hold Solidigm and each of its officers, directors, employees, agents, representatives, partners, suppliers, and licensors (the “Indemnified Parties”) harmless from and against all actions, claims, or demands, and all losses, damages, liabilities, fees, fines, penalties, costs, and expenses (including without limitation attorneys’ fees and legal costs) arising from or relating to your breach or violation of the Terms or any content you make available through the Websites or Materials. You acknowledge and agree that Solidigm may, at any time, assume the exclusive defense and control over any claim for which you owe indemnity to Solidigm hereunder, and you agree to fully cooperate with Solidigm, at Solidigm’s reasonable request, in connection with Solidigm’s defense and investigation of any such claim. You agree that you will not settle or compromise any claim for which indemnity is owed hereunder without Solidigm’s prior written consent, which Solidigm may refuse, withhold, condition, or delay, no matter the reason, in its sole and absolute discretion.
14. General
14.1 The Websites and the Materials are controlled or made available from Solidigm’s offices located in the United States of America. Solidigm makes no representations or warranties that the Websites or the Materials are appropriate or available for use in other locations, or that your access to them from the territory in which you reside is or will be lawful or in compliance with applicable local laws. Those who choose to access the Websites or the Materials from other locations do so on their own initiative and are responsible for compliance with applicable local laws. Materials available on the Websites are subject to U.S. export control laws and may also be subject to the laws of the country where you reside.
14.2 The Terms constitute the entire agreement between you and Solidigm and govern your use of the Websites and the Materials. Any claim relating to the Websites and/or the Materials will be governed by the laws of the State of Delaware, USA, without regard to its conflict of law principles and each party will submit to the personal and exclusive jurisdiction of the courts located within the State of Delaware, USA. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms will remain in full force and effect. The section and paragraph headings in these Terms are for convenience of reference only and must not affect the interpretation of this Agreement.