Website Terms and Conditions of Use
Last Updated May 3, 2010
(a) Please read these terms and conditions carefully. The terms and conditions set out herein govern User’s use of and access to the online sites www.festo.ca/en and www.festo.ca/fr (the “WEB SITES”) operated and administered by Festo Inc. (“FESTO”) and the messages, information, data, text, graphics, images, photographs, illustrations, software or other content available through the Web Sites (collectively the “CONTENT”). These Web Sites are provided by Festo solely for the limited purposes identified in the terms and conditions and its use is conditional on User’s acceptance thereof (collectively the “TERMS AND CONDITIONS”).
(b) Festo is a corporation incorporated under the laws of Ontario, with its national office located at 5300 Explorer Drive, Mississauga, Ontario, L4W 5G4 that supplies automation components for industrial purposes.
(c) The Web Sites and Content are for your benefit as a viewer of the Web Sites and/or as a registered user of a Festo Web Site (hereinafter a “USER”) and contain information of interest to the general public and the automation industry.
(d) By visiting, accessing or using any or all Web Sites, including, as applicable and without limitation, to use or access any of the Content, User agrees on its own behalf, and on behalf of any entity on whose behalf the User may act, to accept and abide by the Terms and Conditions for each use of and each visit to these Web Sites. If User does not agree to abide by these Terms and Conditions, the User shall not use these Web Sites or access the Content.
2. Changes to the Web Site
(a) Festo has the right, in its sole discretion, to add to, remove, modify or otherwise change any part of the Terms and Conditions, in whole or in part, at any time. Changes will be effective when notice of such change is posted at the applicable Web Site. It is User’s responsibility to check the Terms and Conditions regularly to determine whether any changes have been made; please check the Terms and Conditions frequently for updates by checking the date of the “Last Update” at the top of this document. If any term, condition or any change to the Terms and Conditions is not acceptable to User, User must discontinue its use of the Web Sites immediately. User’s continued use of the Web Sites after any such changes are posted will constitute acceptance of those changes. The Terms and Conditions apply exclusively to User’s use of the Web Sites and do not alter the terms or conditions of any other agreement User may have with Festo.
(b) Festo may, at any time without notice or liability, and for any reason whatsoever, terminate, change, suspend or discontinue any aspect of the Web Sites, including (i) removing, adding, modifying, or changing the availability of, restricting access to, or imposing limits on any or all features on, or links to, the Web Sites, or (ii) adding, removing or changing any fees or charges for use of the Web Sites or any feature of the Web Sites. Festo reserves the right, in its sole discretion, to correct any errors or omissions in any portion of the Web Sites at any time without notice, but confirms that it has no duty to do so. Festo and its service providers will also have the right to terminate User’s use of the Web Sites as set out below under the heading “Termination of Use”.
(c) User agrees to have the Terms and Conditions and any related information made available to him/her, and to otherwise have communications between User and Festo occur, electronically.
3. Permitted Use
(a) User is granted a non-exclusive, non-transferable, non-sub-licensable, revocable, limited license to copy, download, display on his/her computer, print, and use the Content only for informational purposes and solely for: (a) User’s own personal use; or (b) User’s organization or company internal use. Except as provided herein, no other use is permitted.
(b) User shall not modify the Content from the form as presented on the Web Sites without acknowledging the source of the Content so modified (the “USER MODIFICATIONS”). Any User Modifications shall be made solely to the extent necessary to adapt the Content to User’s own personal use. Any User Modification shall not modify, edit or delete any copyright, trademark, trade name, service mark, or any other proprietary notice or legend appearing on any of the Content.
(c) All rights not expressly granted by the Terms and Conditions are reserved to Festo.
4. Restricted Uses
(a) User may not:
(i) include any Content in or with any product or service that User creates or distributes;
(ii) copy any Content onto User’s own or any other web site;
(iii) use the Web Sites in any manner that could damage, disable, overburden, impair, interfere with the security of, negatively affect the functioning of, or otherwise abuse, the Web Sites, system resources, accounts, servers, networks, affiliated or linked sites, connected to or accessible through the Web Sites (including without limitation uploading, posting or otherwise transmitting on the Web Sites computer viruses, Trojan horses, worms or other files or computer programs which are potentially harmful, disruptive or destructive or that may impose an unreasonable or disproportionately large load on the Web Sites’ infrastructure; or using any robot, spider or other automatic program or device, or manual process to monitor, copy, summarize, or otherwise extract information from the Web Sites or the Content in whole or in part);
(iv) use the Web Sites, the Content or User Modifications in any manner that infringes upon the legal rights of any other person (including privacy and personality rights, copyright, moral rights, and other intellectual property rights), that is unlawful, that violates any right of Festo, its partners, licensors, content providers, service providers or contractors, that is prohibited in the Terms and Conditions (including by accessing the Web Sites from any location where such access may be illegal or prohibited), that is unethical, indecent, offensive, defamatory, derogatory, fraudulent, deceptive, harmful, abusive, threatening, vulgar, profane, pornographic, obscene, sexually explicit, sexist, racist, hateful, offensive, harassing, invasive of the privacy rights of others (this includes the posting of any materials that depict, encourage, indicate, advocate or tend to incite any such conduct), that is otherwise objectionable or which does not respect the legal rights and interests of others;
(v) use the Web Sites, the Content or User Modifications in any data matching or data mining, including without limitation the collection or use of information about other users (including their email addresses) without their consent;
(vi) post or submit any materials to the Web Sites which would violate any of the restrictions set out in the Terms and Conditions;
(vii) use the Web Sites for commercial purposes or activities, except for entering into commercial transactions with Festo, including, without limitation: (A) selling or offering to sell any goods or services; (B) soliciting for advertisers or sponsors; (C) conducting contests, gaming or gambling or offering prizes, awards or any other incentives to any person; (D) displaying advertising or sponsorship banners, including those generated by banner or link exchange services; (E) soliciting for donations; or (F) use of unauthorized or unsolicited junk mail, spam, chain letters, pyramid schemes or any other form of solicitation; or
(viii) use the Web Sites in any manner that may: (A) harm, threaten, harass, abuse or intimidate any other person in any way or involve materials that depict, promote, encourage, indicate, advocate or tend to incite the commission of a crime or other unlawful activities, violence, hatred, cruelty or discrimination against any individuals or groups, for any reason, or any act of cruelty to animals; (B) dilute or depreciate the name and reputation of Festo, any Marks (as defined herein), partners, licensors, content providers, service providers or contractors thereof, as applicable; (C) interfere with any other persons’ use and enjoyment of the Web Sites or of the Internet generally; (D) result in the circumvention or breach of any user authentication, password, security or control measures regarding the Web Sites or any other Internet resource or computer system; (E) conceal or misrepresent the author or origin of any messages or communication, or that impersonate any person, or that falsely state or otherwise misrepresent an affiliation with any other person, including without limitation any Festo Representative (as defined below); or (F) disclose images of any person or private information about any person (such as names, telephone numbers, email addresses, postal addresses, social insurance or other security number) without that person’s permission.
(b) Except as provided herein, none of the Content may be copied, resold, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, including electronic, mechanical, photocopying, recording or otherwise, without the prior written permission of Festo or the intellectual property right owner. If User has questions about the Terms and Conditions, please send a request for clarification to Festo using the provided Contact Us forms (available at www.festo.ca).
(c) User may not, without the written permission of Festo, “mirror” any Content on any other server.
5. Proprietary Information
(a) User agrees that all Content is protected by copyright (either registered or arising at common law or under the applicable civil law) and owned or controlled by Festo. User shall acknowledge the source of any Content used by him/her in accordance with the Terms and Conditions.
(b) Copyright and permission details are available on demand or as indicated on the Web Sites. Any unauthorized copying, redistribution, reproduction or modification of these Web Sites or the Content by any person may be a violation of trade-mark and/or copyright laws and could subject such person to legal action. User agrees to comply with all copyright laws worldwide in his/her use of the Web Sites and the Content and to prevent any unauthorized copying of the Content.
(c) Certain names, words, titles, phrases, logos, icons, graphics or designs in the Web Sites of Festo constitute trade-marks, trade-names, trade dress and/or associated products and services of Festo, its partners, any licensor, content provider, service provider or contractor of Festo or any other third party (collectively the “MARKS”) and may be protected in Canada and their display on the Web Sites does not convey or create any licence or other rights in the Marks. Any use of any of the Marks, in whole or in part, that are accessible via the Web Sites without prior written authorization of Festo or such third party is strictly prohibited.
(d) Festo respects the intellectual property rights of others. If you believe that your work has been copied and appears on the Web Sites in a way that constitutes infringement of your intellectual property rights, please notify us by using the provided Contact Us form (available at www.festo.ca). Festo reserves the right to remove content that infringes upon the intellectual property rights of others and to terminate use of the Web Sites as set out below under the heading “Termination of Use”.
(a) The Web Sites and the Content are provided “AS IS” and as available basis; and that any access to, use of, modification to or reliance on the Web Sites and the Content shall be at User’s sole risk. Festo and its partners, licensors, agents, content providers, service providers, employees, officers, directors or representatives (“FESTO REPRESENTATIVES”), cannot and do not guarantee and do not make any, and expressly disclaim, all representations, warranties, covenants and conditions, express or implied, by operation of law or otherwise, with respect to the Web Sites or Content, including without limitation: (i) any implied warranties and conditions of merchantability, merchantable quality, or fitness for any particular purpose, or non-infringement, or any implied representations or warranties arising out of course of performance, course of dealing or usage of trade; (ii) that the Web Sites or Content will meet User’s requirements or will be compatible with User’s computer or related equipment, photograph equipment or software; (iii) that the Web Sites or Content is accurate, valid, reliable, authentic, current, or complete; or (iv) that the Web Sites will continue to operate, operate without interruptions or be error-free.
(b) In addition, Festo Representatives make no representation or warranty that the Web Sites or Content is appropriate or available for use at any location. Accessing the Web Sites or Content from locations where its contents are illegal is prohibited. Those who choose to access the Web Sites or Content from locations other than Canada do so on their own initiative and are responsible for compliance with local laws.
(c) User understands and agrees that Festo Representatives cannot and do not guarantee or warrant that files available for downloading from the Web Sites will be free from infection or viruses, worms, Trojan horses or other code that manifest contaminating or destructive properties. User is responsible for implementing sufficient procedures and checkpoints to satisfy User’s particular requirements for the prevention of such contaminating or destructive code, and for the accuracy of data input and output, and for maintaining a means external to the Web Sites for the reconstruction of any lost data. Festo Representatives do not assume any responsibility or risk for User’s use of the Internet.
(d) User is solely liable and responsible for any and all claims and demands made by any other person arising out of, in connection with, or relating to User’s use of the Web Sites or Content, User Modifications or Content, User’s breach of the Terms and Conditions, User’s violation or infringement of the rights of others, or User’s violation of any applicable civil or criminal law. Festo Representatives disclaim any and all responsibility and liability regarding all such matters.
(e) User agrees that he/she is solely responsible for actions and communications undertaken or transmitted in the course of his/her usage of the Web Sites, User Modifications and Content, and that User will comply with all laws that apply or may apply to his/her use of or activities on the Web Sites or in respect of the Content or the User Modifications. Festo may investigate occurrences which may involve violations of such laws, and may involve, and co-operate with, law enforcement authorities in prosecuting users who are involved in such violations. Festo reserves the right at all times to disclose any information (including User’s personal information) regarding his/her usage of the Web Sites or Content (including any perceived violations of applicable law), in each case as may be permitted or required by applicable law, including as necessary to satisfy any request authorized by applicable law.
7. Linked Web Sites and Framing
(a) Certain links on the Web Sites may take User to other web sites. Festo provides these links only as a convenience. Festo is not responsible for the content of any such linked pages. Festo makes no representation or warranty regarding, and does not endorse or approve, any linked web sites, the information appearing thereon or any of the products or services described. Should User leave the Web Sites via a link contained herein, and view content that is not provided by or on behalf of Festo, User does so at User’s own risk and it is User’s responsibility to take all protective measures to guard against viruses and other destructive elements.
(b) User is granted a limited, nonexclusive right to create a hyperlink to the Web Sites, other than to those portions of the Web Sites where registration is required. User agrees that if User links his/her web sites to the Web Sites, User or User’s web sites shall not (a) create frames around any part of the Web Sites or use other techniques that alter the visual presentation of these Web Sites; (b) imply that Festo is endorsing User or any other person, or User’s or such other person’s products or services; (c) without the prior written consent of Festo, imply an affiliation between User or any other person, or User’s or such other person’s products or services and Festo; (d) misrepresent the relationship of User or any other person with Festo or present false, misleading, derogatory, defamatory or otherwise damaging information or impressions about Festo or any of its products or services; or (e) contain materials that may be interpreted as distasteful, harmful, offensive, or inaccurate, or are otherwise in breach of the Terms and Conditions (including without limitation Section 4 (Restricted Uses)).
8.Limitation on Liability
(a) User agrees that Festo or Festo Representatives shall not have any responsibility or liability in connection with the Web Sites, the Content or the User Modifications to User or any other person or entity for any loss or damage whatsoever, incidental, indirect, punitive, exemplary, consequential or special damages (including, without limitation, damages for pain and suffering, emotional distress or similar damages, harm to business or reputation, loss of information or programs or data, loss of profit, loss of revenue or income, loss of salary or other compensation from employment), arising from or in connection with the use of or access to, or any inconvenience, delay or loss of use of or access to, the Web Site, the Content, the User Modifications, any content of any linked site, or failure of such sites, (including without limitation any damages suffered as a result of omissions or inaccuracies in such sites or content, or the transmission of confidential or sensitive information to or from such sites) even if Festo or any Festo Representatives have been advised of the possibility of such damages or loss or if such damage or loss was foreseeable.
(a) User will indemnify and hold Festo or Festo Representatives (the “INDEMNIFIED PARTIES”) harmless from and against any claims brought by third parties arising out of User’s use of the information accessed from the Web Sites, and any breach of the Terms and Conditions by User, including any use of the Content or User Modifications other than as expressly authorized in the Terms and Conditions. User agrees that the Indemnified Parties will have no liability in connection with any such breach or unauthorized use or modification, and agrees to indemnify any and all resulting loss, damages, judgments, awards, costs, expenses, and lawyers’ fees of the Indemnified Parties in connection therewith.
10. Registered Account and Password
(a) User is responsible for maintaining the confidentiality of User’s registered account information, including, without limitation, User’s password. User is responsible for all uses of User’s registered account, whether or not actually or expressly authorized by User.
(b) User is responsible for verifying and maintaining the protection, security, and distribution of User’s registered account information, including without limitation, account numbers, user names, and passwords associated with purchasing via the Web Sites[, including, without limitation, the Festo Online Shop (at www.festo.ca).
(c) All purchases made via a User’s registered account on behalf of an organization are deemed to be authorized purchases by that organization, and User acknowledges and agrees that User is duly authorized to make such purchases on behalf of that organization.
(d) All liability relating to password management resides with User and User’s organization and under no circumstances, including negligence or misconduct, shall Festo be liable for any damages that result from the use of a User’s registered account.
(a) Purchases made via the Web Sites are subject to the Festo Terms and Conditions of Sale (as such Terms and Conditions may be amended from time to time), which are incorporated by reference into the Terms and Conditions and can be viewed at www.festo.ca
(a) All information that User provides through the Web Sites or in connection with any material submitted, must be true, accurate, current and complete, and where applicable, must be updated by User promptly upon the occurrence of any change in such information.
(b) Festo and its service providers will rely on the information User provides. User will be responsible for any and all loss, damage, or additional costs that User, Festo or its service providers or others may incur as a result of User’s submission of any false, incorrect or incomplete information or User’s failure to update his/her registration or other information that he/she submits via the Web Sites.
(c) Subject to any applicable law (and, in the case of personal information, the requirements of the Festo Privacy Statement (available at www.festo.ca any communications sent by or to User via this Web Sites or Festo, whether solicited by Festo or otherwise, are on a non-confidential basis, and Festo shall be free to use and disclose the content of any such communication, including without limitation any ideas, inventions, concepts or know-how disclosed therein, for any purpose including without limitation developing, manufacturing and/or marketing goods and services. User agrees to not assert any ownership right of any kind in such communications (including without limitation copyright, trade-mark, patent, unfair competition, moral rights, or implied contract) and User hereby waives such moral rights in favour of Festo as well as the right to receive any financial or other consideration in connection with such communication.
(d) If User sends any unsolicited idea, suggestion or other material in any format (“SUBMISSIONS”) to Festo or the Web Sites, User automatically grants to Festo and its successors and assigns a perpetual, royalty-free, irrevocable, unrestricted, non-exclusive, world-wide, right and license to use, copy, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, display and otherwise exploit the Submissions or any ideas, concepts, know-how or techniques associated with the Submissions for any purpose whatsoever, commercial or otherwise, using any form, media or technology now known or later developed, without providing compensation to User or anyone else, without any liability whatsoever, and free from any obligation of confidence or other duties on the part of Festo or its successors or assigns, and User agrees, represent and warrant that User shall waive all moral rights (including the right to be associated with the Submission) in the Submissions upon their submission to the Web Sites.
(a) Festo respects Users’ right to privacy. All information that Festo may collect via the Web Sites about User during User’s visit to the Web Sites, is subject to Festo’s Privacy Statement, which is incorporated by reference into the Terms and Conditions and can be viewed at www.festo.ca.
(a) The Web Sites are hosted on servers residing in Esslingen, Germany, and the Web Sites are controlled by Festo from the Province of Ontario, Canada. By accessing the Web Sites, User agrees that this agreement is formed in the Province of Ontario, Canada, and that all matters relating hereto shall be governed by the laws of the Province of Ontario and the laws of Canada, without regard to the conflicts of laws principals thereof.
(b) Any dispute between Festo and User or any other person arising from, in connection with or relating to the Web Sites, Content, Terms and Conditions, any transaction through the Web Sites or any related matter must be resolved before the Courts of the Province of Ontario, Canada sitting in the City of Toronto, and User hereby irrevocably submit and attorn to the exclusive jurisdiction of those Courts in respect of any such dispute.
15. Termination of Use
(a) If User breaches any provision of the Terms and Conditions, then User may no longer use the Web Site or the applicable Contents that are made available through the Web Sites and may have its registered account with Festo revoked. Festo, in its discretion, shall determine whether the Terms and Conditions have been violated.
(b) Festo or its service providers may at any time and for any reason, with or without cause, and in their sole discretion, immediately: (i) suspend or terminate (in whole or in part) User’s authorization to use the Web Sites; (ii) suspend, terminate, remove or permanently delete and destroy, as applicable, any of User’s: (A) registered account with Festo; (B) ID, password, URL, IP address or domain name; or (C) any material that User or others may have posted or submitted to any or all Web Sites; (iii) restrict access to the materials posted or submitted to the Web Sites; and (iv) bar User from any future use of the Web Sites; all without any prior notice or any liability to User or any other person, and User agrees to comply with all such measures.
(a) If for any reason a court of competent jurisdiction finds any provision of the Terms and Conditions or portion thereof to be unlawful, void, or for any reason unenforceable, then that provision shall be enforced to the maximum extent permissible so as to effect the intent of the Terms and Conditions, and the remainder of the Terms and Conditions shall continue in full force and effect. Festo’s failure to insist upon or enforce strict performance of any provision of the Terms and Conditions or any right shall not be construed as a waiver of any such provision or right. User and Festo are independent contractors, and no agency, partnership, joint venture, employment or franchise relationship is intended or created by the Terms and Conditions or use of the Web Sites, any Service or Content by User.
(b) The Terms and Conditions (including the Festo Privacy Statement at www.festo.ca and the Terms and Conditions of Sale at www.festo.ca) constitute the entire agreement between Festo and User with respect to the subject matter hereof, and supersede all communications, representations or agreements, either oral or written, between Festo or its partners and User with respect to this subject matter. In the case of any conflict between (i) the Terms and Conditions of Sale, or the Festo Privacy Statement, and (ii) the Terms and Conditions, the Terms and Conditions of Sale, or the Festo Privacy Statement, as applicable, shall govern.
(c) The provisions of the Terms and Conditions will enure to the benefit of and be binding upon Festo and any service providers, as applicable, and their respective successors and assigns, and User and User’s heirs, executors, administrators, successors and personal representatives. User may not assign the Terms and Conditions or User’s rights and obligations under the Terms and Conditions without the express written consent of Festo, which may be withheld in Festo’s sole discretion. Festo and its service providers may assign these terms and conditions and their respective rights and obligations under these terms and conditions without User’s consent.