TERMS AND CONDITIONS OF TRANSFODESIGN
Last updated: 22.05.2018
Thank you for visiting the Transfodesign Site! Please see below for all the information you need to know before you start using the Site.
The Site is owned by Transfodesign and by accessing and using it you are indicating that you accept, and agree to comply with, these Terms. The terms "you" and "your" for purposes of these Terms, means both you in your individual capacity, and the company or other business entity whom you represent and on whose behalf you use the site under actual or apparent authority. By agreeing to these Terms and/or using the site, you represent and warrant that you have the authority to represent and legally bind the company or other business entity for whom you are acting. If you do not have such authority, you are solely responsible for all acts and omissions relating to your use of the Site.
Changes to Terms
Transfodesign may add to, change or remove any part, term or condition of these Terms, and any Content (as defined below), including, without limitation, product and service descriptions. By continuing to access and use the Site, you are indicating your acceptance of such changes. Transfodesign will notify you of changes to these Terms by posting the revised version and changing the "Last Updated" date above. Please check these Terms periodically for changes.
Use of Site
Subject to your compliance with these Terms, Transfodesign hereby grants you a limited, personal, revocable, non-transferable, non-sublicensable, and non-exclusive license to access the Site and view the products, information, text, images, graphics, user and visual interfaces, documents, and other materials displayed on the Site (collectively, the "Content"), solely for your own personal internal business use, on the condition that such use is solely in accordance with the purposes for which Transfodesign makes the Site and Content available. You may not copy, modify, reproduce, publicly display or perform, distribute, or otherwise use the Content except as expressly set forth above. You may not remove any copyright or other proprietary notices from any Content. If you breach any term or condition of these Terms, your authorization to use the Site and Content automatically terminates without notice to you, and you must immediately destroy any copies of the Content in your possession.
You hereby agree to defend, indemnify and Transfodesign harmless from and against, any and all losses, liabilities, damages, and/or claims (including, without limitation, attorneys' fees and costs) arising from your breach of these Terms or otherwise arising from your use or misuse of the Site or Content.
You hereby acknowledge and agree that Transfodesign and its licensors own all legal right, title and interest in and to the Site and Content, including, without limitation, any and all intellectual property and other proprietary rights (including, without limitation, all patent rights, copyright rights, trademark rights and trade secret rights) which subsist in the Site and Content (whether such rights are registered or unregistered, and wherever in the world those rights may exist). As between you and Transfodesign, all Content together with the design, structure, selection, coordination, expression, 'look and feel', and arrangement of the Site and Content, and the domain names, trademarks, service marks, proprietary logos and other distinctive brand features found on the Site and in the Content are all owned by Transfodesign or its licensors. Nothing in these Terms gives you any right to use any of Transfodesign's or its licensors' products, trade names, trademarks, service marks, logos, domain names, or other distinctive brand features. All rights not expressly granted by Transfodesign under these Terms are reserved. There are no implied rights.
If you send or transmit any communications, comments, questions, suggestions, or related materials to Transfodesign, whether by letter, e-mail, telephone, or otherwise ("Feedback"), suggesting or recommending changes to Transfodesign's Site or Content, including, without limitation, new features or functionality relating thereto, all such Feedback is, and will be treated as, non-confidential and non-proprietary. You hereby assign all right, title, and interest in, and Transfodesign is free to use, without any attribution or compensation to you, any ideas, know-how, concepts, techniques, or other intellectual property and proprietary rights contained in the Feedback, whether or not patentable, for any purpose whatsoever, including but not limited to, developing, manufacturing, having manufactured, licensing, marketing, and selling, directly or indirectly, software or other products and services using such Feedback. You understand and agree that Transfodesign is not obligated to use, display, reproduce, or distribute any such ideas, know-how, concepts, or techniques contained in the Feedback, and you have no right to compel such use, display, reproduction, or distribution.
Third Party Web Sites
Disclaimer of Warranties
The Site and content are furnished to you "as is" and without warranties, representations or conditions, statutory or otherwise, of any kind. Transfodesign, on behalf of itself and its parents, affiliates, subsidiaries, licensors and third party service providers, and each of their respective directors, officers, employees, contractors, agents, successors, and assigns (collectively, the "Transfodesign Parties"): (a) expressly disclaims all representations, warranties and conditions, whether express, implied or statutory, including, without limitation, the implied warranties of non-infringement, title, merchantability, and fitness for a particular purpose; (b) does not represent or warrant that the site or content will meet your requirements, or that the operation of the site and content will be timely, uninterrupted, stable, or secure; (c) does not represent or warrant that the site and content will be error-free or that any defects will be corrected; and (d) does not make any representations, warranties, or conditions regarding the use or the results of the use of the site or content in terms of their accuracy, reliability, timeliness, completeness, or otherwise. Your use of the site and content is entirely at your own discretion and risk and you assume total responsibility for your use of the site and content. This limitation of remedies is a part of the bargain between you and Transfodesign. No oral or written information or advice given by Transfodesign or any person on behalf of Transfodesign shall create a warranty or condition, or in any way change this exclusion of warranty. Nothing in this paragraph shall exclude or limit Transfodesign's warranties, representations or conditions to the extent they may not be lawfully excluded or limited by applicable law, in which case, such warranties, representations or conditions will be excluded and limited to the greatest extent permitted by applicable law.
Limitation of Liability
In no event will any Transfodesign party be liable to you, or any third party, for any direct, special, indirect, incidental, punitive, exemplary, reliance, or consequential damages of any kind, including, but not limited to, compensation, reimbursement or damages in connection with, arising out of, or relating to, the use, or loss of use of, the site and content, loss of profits, loss of goodwill, loss of data or content, cost of procurement of substitute goods or services, subsequent or other commercial loss, or for any other reason of any kind, whether based on breach of any express or implied warranty or condition, breach of contract or tort (including, without limitation, negligence or strict liability), even if an Transfodesign party has been advised of the possibility of such damages. if, notwithstanding the foregoing, an Transfodesign party is found to be liable to you or any third party for any damage or loss which arises under or in connection with your use of the site or content, the relevant Transfodesign party's total cumulative liability shall in no event exceed the sum of one hundred us dollars (us $100). Nothing in this paragraph shall exclude or limit any Transfodesign party's liability for losses which may not be lawfully excluded or limited by applicable law, in which case, such Transfodesign party's liability will be limited to the greatest extent permitted by applicable law.
Whenever you visit the Site or send e-mails to Transfodesign, you are communicating with Transfodesign electronically. For that reason, you also consent to receive communications from Transfodesign electronically. Transfodesign will communicate with you by e-mail, by posting notices on the Site or by such other means as Transfodesign may determine from time-to-time. You agree that all agreements, notices, disclosures and other communications that Transfodesign provides to you electronically satisfy any legal requirement that such communications be in writing, to the extent permitted by applicable law.
Changes to these Terms: We may revise these Terms from time to time and the most current version will always be posted on the Site. If a revision, in our sole discretion, is material we will notify you. By continuing to access the Site after revisions become effective, you agree to be bound by the revised Terms. If you do not agree to the new terms, please stop accessing the Site.
Assignment. These Terms: and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Transfodesign without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.
No Waiver: No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and Transfodesign's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.
These Terms will be construed and enforced in all respects in accordance with the laws of Spain without reference to its choice of law rules. Except as set forth below, competent courts seated in Barcelona shall have sole and exclusive jurisdiction for all purposes in connection with any action or proceeding that arises from, or relates to, these Terms, and you hereby irrevocably waive any objection to such exclusive jurisdiction; provided however, that Transfodesign may seek to enforce any judgment in its favor in any court of competent jurisdiction. Notwithstanding the foregoing, Transfodesign may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its proprietary and other rights. You agree that your breach or threatened breach of these Terms may result in immediate and irreparable damage to Transfodesign for which there is no adequate remedy at law. These Terms are only valid in the English language.