These Terms and Conditions (the "Terms") govern your access to and use of the CircuitWare website at circuitware.ca and any related online services, content, or features made available by CircuitWare Inc. ("CircuitWare", "we", "us", or "our") (collectively, the "Site").
By accessing or using the Site, you ("you" or the "User") agree to be bound by these Terms. If you do not agree, you must not access or use the Site.
Important: These Terms govern only your use of the Site. They are not a master service agreement and do not govern hardware engineering, design, prototyping, manufacturing, or other client engagements provided by CircuitWare. Such engagements are governed by a separate written agreement signed by both parties.
You must be of legal age to enter into a binding contract under applicable law to use the Site. By using the Site, you represent that you meet this requirement and that you have the legal capacity to enter into these Terms.
For the purposes of these Terms:
Subject to your compliance with these Terms, CircuitWare grants you a limited, non-exclusive, non-transferable, revocable licence to access and use the Site for your personal or internal business purposes.
You agree not to:
All Content on the Site, including text, graphics, logos, illustrations, photographs, software, audio, video, and the selection and arrangement thereof, is owned by or licensed to CircuitWare and is protected by Canadian and international copyright, trademark, and other intellectual property laws.
Except as expressly permitted by these Terms or with our prior written consent, you may not copy, reproduce, distribute, modify, publicly display, publicly perform, republish, download, store, or transmit any Content from the Site.
"CircuitWare", the CircuitWare logo, and any related names, marks, designs, and slogans are trademarks of CircuitWare. You may not use these marks without our prior written permission. All other names, logos, product and service names, designs, and slogans on the Site are the trademarks of their respective owners.
You may view, download, and print individual pages of the Site for your personal or internal business reference, provided that all copyright, trademark, and other proprietary notices are kept intact and the Content is not modified.
The ownership of intellectual property created in the course of a paid client engagement (including hardware designs, schematics, firmware, source code, mechanical files, and deliverables) is governed exclusively by the written service agreement between CircuitWare and the client. Nothing on the Site or in these Terms transfers any rights in such engagement IP.
When you submit information to us through the contact form or other channels on the Site, you represent that:
By submitting User Content, you grant CircuitWare a non-exclusive, royalty-free, worldwide licence to use, store, and process that User Content for the purpose of responding to your inquiry, communicating with you about our Services, and operating our business, all in accordance with our Privacy Policy.
Please do not submit confidential, proprietary, or sensitive technical information through the contact form. If you wish to share such information, contact us first to put a non-disclosure agreement in place.
Your privacy is important to us. Our collection, use, and disclosure of personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference.
If you provide your email address or other contact information and consent to receive electronic communications from us, you may receive newsletters, updates, or promotional messages from CircuitWare in accordance with Canada's Anti-Spam Legislation (CASL). Every commercial electronic message will identify the sender and provide a clear unsubscribe mechanism. You may withdraw consent at any time.
The Site may contain links to third-party websites, services, or content not owned or controlled by CircuitWare. We provide these links for convenience only and do not endorse and are not responsible for the content, products, services, or practices of any third party. Your use of any third-party website is subject to that site's own terms and privacy practices.
The Site and all Content are provided "as is" and "as available" without warranties of any kind, whether express, implied, statutory, or otherwise, to the maximum extent permitted by applicable law.
CircuitWare does not warrant that the Site will be uninterrupted, error-free, secure, or free of viruses or other harmful components, or that any information on the Site is accurate, complete, or current. The Content is provided for general informational purposes only and is not intended as engineering, legal, financial, or other professional advice. You should not rely on any Content as a substitute for professional advice tailored to your circumstances.
Nothing in this Section limits or excludes any warranty, condition, or right that cannot be excluded under applicable Canadian federal law.
To the maximum extent permitted by applicable law, in no event will CircuitWare, its directors, officers, employees, contractors, or affiliates be liable to you or any third party for any indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost revenue, lost data, lost goodwill, or business interruption, arising out of or related to your use of, or inability to use, the Site or the Content, whether based on contract, tort (including negligence), statute, or otherwise, even if CircuitWare has been advised of the possibility of such damages.
To the maximum extent permitted by law, CircuitWare's aggregate liability arising out of or related to these Terms or your use of the Site is limited to one hundred Canadian dollars (CAD $100).
Nothing in this Section limits liability that cannot be limited or excluded under applicable Canadian federal law, including liability for fraud or willful misconduct.
You agree to defend, indemnify, and hold harmless CircuitWare and its directors, officers, employees, contractors, and affiliates from and against any claims, demands, losses, liabilities, damages, costs, and expenses (including reasonable legal fees) arising out of or relating to your breach of these Terms, your misuse of the Site, your User Content, or your violation of any law or third-party right.
We may suspend or terminate your access to the Site at any time, with or without notice, for any reason, including any breach of these Terms. Sections that by their nature should survive termination (including Sections 4, 5, 9, 10, 11, 13, and 14) will survive.
These Terms and any dispute or claim arising out of or in connection with them or the Site (including non-contractual disputes) are governed by the federal laws of Canada, without regard to conflict-of-law principles.
You agree to submit to the jurisdiction of the courts of Canada for the resolution of any dispute arising out of or relating to these Terms or the Site.
The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.
We may modify these Terms at any time. The updated version will be posted on this page with a new "Last Updated" date. Material changes will be highlighted on our website. Your continued use of the Site after the effective date of any change means you accept the revised Terms.
Questions about these Terms can be sent to:
CircuitWare Inc.
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