TERMS OF USE APPLICABLE TO THE EPSON PROFOCUS PARTNER PORTAL WEBSITE
This page states the terms of use for the Epson ProFocus Partner Portal website (the “Site”). These terms, together with any associated documentation, materials and information provided by Epson America, Inc. (“Epson”), govern the use of the Site by business organizations and their representatives (referred to as “ProFocus Reseller,” or “You” or “Your”). The Site is owned by Epson and operated by Maxim Innovations LLC for the purpose of facilitating our ProFocus Reseller’s ongoing business relationship with Epson. By clicking “accept” and using the Site, You agree to be bound by the terms set forth herein and You represent that You are authorized to bind Your business organization to these terms. If You do not agree to these terms, You should not use or access this Site.
1. Authorized Access. Upon registration, You will create a password. Once Your registration is approved, you will be granted access to the Site. This Site should only be accessed by ProFocus Resellers who have been approved by Epson. You are responsible for ensuring the confidentiality of Your user ID(s) and password(s) of persons authorized to use the Site and agree to take reasonable commercial steps to ensure that the Site is not accessed by unauthorized users. You agree to notify Epson of any known or suspected misuse of Your account or for any known or suspected breach of security.
2. Authorized Uses. Epson authorizes You to view, download and distribute copies of marketing and advertising materials made available to you on the Site (“Materials”) solely in support of Your business relationship with Epson; provided that, You must retain all copyright and other proprietary notices on the Materials. The copyright in the Materials is held by Epson, its affiliates or third parties. You may not modify the Materials available on the Site in any way or in any form or by any means, including without limitation, electronic, mechanical, photocopying, recording, or otherwise, without the prior written consent of Epson or other copyright owner. Except for the Materials created by Epson for the purposes of marketing Epson products, You are prohibited from sharing, redistributing or publishing content on or from the Site without Epson’s written consent, and whether or not such content is designated as confidential (“Confidential Information”). You agree to treat the Site confidentially in accordance with the terms of the Non-Disclosure Agreement between us, and to promptly return Confidential Information to Epson upon request.
3. Prohibited Uses and Activities. You agree not to use the Site for any unlawful purpose or for any purpose contrary to the terms of this Agreement. Without limiting the generality of the foregoing, You are prohibited from: (i) using any device, software or routing to interfere or attempt to interfere with the proper working of the Site or any activity being conducted on the Site; (ii) taking any action which imposes an unreasonable or disproportionately large load on the Site's infrastructure; (iii) disclosing or sharing a password with any party that is not authorized or using a password for any unauthorized purpose; (iv) attempting to decipher, decompile, disassemble or reverse engineer any of the software comprising or in any way make up a part of the Site; (iv) accessing data not intended for You or logging into a server or account which You are not authorized to access; (v) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measure without proper authorization; (vi) attempting to interfere with the use of the Site by any user, host or network, including without limitation, via means of submitting a virus to the Site, overloading, "flooding," "spamming," "mailbombing" or crashing. Violations of these terms may result in civil or criminal liability and Epson shall be entitled to pursue all legal remedies available.
4. No Warranty. Although Epson makes reasonable efforts to ensure that the information accessible through the Site is reliable, You agree that THIS SITE AND THE MATERIALS, INFORMATION, PRODUCTS, AND SERVICES AVAILABLE FROM THIS SITE ARE PROVIDED BY EPSON “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, EPSON DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. EPSON DOES NOT REPRESENT OR WARRANT THAT THE FUNCTIONS CONTAINED IN THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVER THAT MAKES THE SITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. EPSON DOES NOT MAKE ANY WARRANTIES OR REPRESENTATIONS REGARDING THE USE OF THE MATERIALS OR CONTENT IN THE SITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, ADEQUACY, USEFULNESS, TIMELINESS, RELIABILITY OR OTHERWISE.
5. NO EPSON LIABILITY. IN NO EVENT WILL EPSON, OR ITS AFFILIATES OR AGENTS, BE LIABLE TO YOU FOR ANY DAMAGES WHATSOEVER IN CONNECTION WITH USE OF THE SITE, INCLUDING, WITHOUT LIMITATION, CONSEQUENTIAL, INCIDENTAL, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES, OR ANY FINANCIAL LOSS (INCLUDING, BUT NOT LIMITED TO, LOST REVENUE, LOST PROFITS, EXPENSES OR BUSINESS INTERRUPTION) OR LOSSES OR DAMAGES THAT RESULT FROM INCONVENIENCE, DELAY OR LOSS OF USE OF THE SITE, MATERIALS, SERVICES CONTAINED OR ACCESSIBLE FROM THIS STIE, OR YOUR CLAIMS UNDER A PROGRAM EVEN IF EPSON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. You also agree that Epson shall not have any liability whatsoever, for any interruption of any data, information or any aspect of the Site or for any liability resulting from a cause over which Epson does not have control, including without limitation, failure of electronic or mechanical equipment or communication lines, telephone or other interconnect problems, unauthorized access, theft, operator errors, severe weather, earthquakes, and strikes or other labor problems.
6. RELEASE. YOU AGREE TO HOLD EPSON, ITS AFFILIATES AND AGENTS, HARMLESS FOR ANY LIABILITY FOR ANY INJURIES, LOSSES, OR DAMAGES OF ANY KIND, INCLUDING PERSONAL INJURY OR DEATH, OR PROPERTY DAMAGE, ARISING IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, FROM ANY ACTION TAKEN OR NEGLECTED TO BE TAKEN WITH REGARD TO THE PROGRAM, ANY CLAIMS OR REWARDS, THE SITE OR ANY ACTION BY YOU, WHICH VIOLATES THESE TERMS & CONDITIONS, ANY LAW OR REGULATION. EPSON, AND ITS AFFILIATES OR AGENTS ARE NOT RESPONSIBLE FOR (A) LOSS OR MISDIRECTION OF, OR DELAY IN RECEIVING, ANY CORRESPONDENCE, OR CLAIM; (B) ANY ACTS OR OMISSIONS OF THIRD PARTIES; OR (C) ANY ERRORS PUBLISHED IN RELATION TO CLAIMS OR A PROGRAM, INCLUDING, WITHOUT LIMITATION, ANY TYPOGRAPHICAL ERRORS, ERRORS OF DESCRIPTION, AND ERRORS REGARDING ELIGIBLE PURCHASES OR ATTAINMENT LEVELS. EPSON RESERVES THE RIGHT TO CORRECT ANY ERRORS WITHOUT NOTICE.
IN NO EVENT SHALL EPSON OR ITS AFFILIATES OR AGENTS BE LIABLE TO YOU FOR ANY DELAY IN OR FAILURE TO PERFORM DUE TO CAUSES BEYOND ANY OF THE PARTIES’ CONTROL, INCLUDING, WITHOUT LIMITATION, ANY ACT OF GOD, ACT OF WAR, NATURAL DISASTER, WEATHER, TERRORISM, OR ANY ACT OR OMISSION OF A THIRD PARTY.
THE SOLE REMEDY AVAILABLE TO YOU WITH RESPECT TO ANY CLAIM ARISING OUT OF OR IN CONNECTION WITH THE USE OR INABILITY TO USE THE PROGRAM, THE SITE OR THE MATERIALS, INFORMATION, OR SERVICES CONTAINED IN OR ACCESSIBLE FROM THIS SITE OR ALLEGED TO HAVE RESULTED FROM AN ACT OR OMISSION OF EPSON, ITS AFFILIATES OR AGENTS (REGARDLESS OF WHETHER THE CLAIM IS BASED IN LAW OR EQUITY), SHALL BE THE CREDITING OR RE-CREDITING TO THE ACCOUNT OF THE ATTAINMENT LEVEL ACHIEVED PRIOR TO EPSON’S ALLEGED ERROR, AS SUPPORTED BY THE DOCUMENTATION REQUIRED FOR THE LEVEL AT ISSUE.
SOME JURISDICTIONS MAY NOT ALLOW SUCH EXCLUSIONS OR LIMITATIONS OF LIABILITY FOR DAMAGES AS PROVIDED IN THESE TERMS & CONDITIONS. IN SUCH JURISDICTIONS, LIABILITY IS LIMITED TO THE FULL EXTENT PERMITTED BY LAW.
7. ProFocus Authorized Resellers. This Site is intended for ProFocus Resellers who have been authorized by Epson to participate in various programs. Information regarding these programs and the specific terms related to Your participation, any claims, rebates, redemptions or other program benefits, are subject to the terms and conditions set forth in the program document which is available to You after logging into the Site. Program benefits are not available to anyone, or business, who has not met all the conditions of eligibility as an authorized reseller, as determined by Epson pursuant to the terms provided to You in Your program document.
8. Feedback. Any feedback You provide on this Site, by electronic mail or otherwise, including data, questions, comments, suggestions or the like shall be deemed to be non-confidential and non-proprietary. Epson and its affiliates shall be free to use such information for any purpose on an unrestricted basis.
9. Copyright. The information accessible through the Site is protected by copyright. The copyright in all material provided on this Site is held by Epson or third parties from whom Epson has obtained permission.
10. Trademarks And Service Marks; Other Sites. Epson is a wholly-owned subsidiary of Seiko Epson Corporation. EPSON, the EPSON logo, and EPSON Stylus are registered trademarks of Seiko Epson Corporation (SEC), registered in the U.S. and other countries. SEC and its affiliates, including Epson America, Inc., own many other registered trademarks and tradenames (the “Trademarks”). The absence of a product or service name or logo anywhere in the text of this Site does not constitute a waiver of any trademark or other intellectual property rights concerning that name or logo. Any questions concerning Trademarks should be referred to Epson through the webmaster, who can be reached by email at profocus@ea.epson.com. Epson disclaims any interest in marks of third parties. Nothing contained on the Site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any marks displayed on this Site without the written consent of Epson or the party that may own the marks. Mention of third party Sites, companies, and links to third party web sites are for informational purposes only. Epson has no control over the contents of third party web sites and makes no representation whatsoever regarding the content of any other web sites.
11. Downloaded Software. In the event You download software from the Site, the software, including any files, images incorporated in or generated by the software, and data accompanying the software (collectively, the "Software") are licensed to You by Epson. Use of the Software is subject to the license terms in the Software License Agreement that accompanies the Software. Epson does not transfer title to the Software to You. Epson and its suppliers retain full and complete title to the Software, and all intellectual property rights therein. You may not redistribute, sell, decompile, reverse engineer, disassemble, or otherwise reduce the Software to a human-readable form. By downloading or using the Software, You represent and warrant that You are not located in, under the control of, or a national or resident of any country on any U.S. export prohibition list.
12. Effective Date of Terms. These terms will become effective after You first log in to access the account and they continue to apply to You as long as You use the Site.
13. Suspension; Termination. Epson has the right to suspend services through the Site. Epson also has the right to terminate this Agreement with You, and to deny You access to the site, in the event Epson learns that You have breached this Agreement or when the underlying business relationship is terminated. You also have the right to terminate this Agreement by notifying Epson, at which time Epson will disable Your account.
14. Changes. Epson reserves the right to change this Agreement at any time and will notify You of any material change that may affect You in writing at least ten (10) days in advance. If the changes are unacceptable to You, You must cease use of the Site.
15. Notices. Epson will notify You via the e-mail address You provide. Unless otherwise notified in writing, You may send notices to Epson at:
Epson America, Inc.
3840 Kilroy Airport Way, MS 4-10
Long Beach, CA 90806
Attn: ProFocus Professional Imaging Sales
E-mail – profocus@ea.epson.com
16. Other Agreements. The terms of use herein are intended only to govern Your ability to access information offered through this Site. They do not govern purchasing or other transactions between us. If You have another agreement with Epson, such as an Epson Authorized Reseller Agreement, Authorized Distributor Agreement, Por an Epson Customer Care Agreement, the terms therein apply to all transactions contemplated in any such agreement, whether those transactions are effected through this Site or otherwise. If You do not have another formal purchasing or service agreement with Epson, Epson's standard terms of purchase or service, as the case may be, apply with respect to those types of transactions.
17. Jurisdictional Issues. Unless otherwise specified, the materials in the Site are presented solely for the purpose of promoting products and providing support to customers in the United States and Canada. Epson makes no representation that materials in the site are appropriate or available for use in other locations. Those who choose to access this site from other locations do so on their own initiative and are responsible for compliance with local laws, including without limitations U.S. export laws and regulations.
18. Miscellaneous. THIS AGREEMENT WILL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF CALIFORNIA. You may not assign this Agreement. Epson may assign this Agreement to its parent, subsidiaries or affiliates. Failure to enforce any term or condition of this Agreement shall not be a waiver of the right to later enforce such term or condition or any other term or condition of this Agreement. These terms, together with any associated documentation, materials and information provided by Epson, are the entire agreement with respect to the subject matter hereof and supersede any previous agreement with respect to the subject matter hereof. If any provision of these terms shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and conditions and shall not affect the validity and enforceability of any remaining provisions.