AAVID™ Standard Terms and Conditions
Welcome to AavidGenie.com. Aavid Thermalloy LLC and/or its affiliates (“Aavid”) provide website features and other products and services to you when you visit or shop at AavidGenie.com, use Aavid products or services, or use software provided by Aavid in connection with any of the foregoing (collectively, “Aavid Software”). Aavid provides the Aavid Software subject to the following conditions.
By using Aavid Software, you agree to these conditions. Please read them carefully.
We offer a range of Aavid Software, and sometimes additional terms may apply. When you use an Aavid Software you also will be subject to the guidelines, terms and agreements applicable to that Aavid Software (“Service Terms”). If these Conditions of Use are inconsistent with the Service Terms, those Service Terms will control.
Please review our Privacy Notice, which also governs your use of Aavid Software, to understand our practices.
When you use any Aavid Software, or send e-mails, text messages, and other communications from your desktop or mobile device to us, you are communicating with us electronically. You consent to receive communications from us electronically, such as e-mails, texts, mobile push notices, or notices and messages on this site or through the other Aavid Software, and you can retain copies of these communications for your records. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
All content included in or made available through any Aavid Software, such as text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, and software is the property of Aavid or its content suppliers and protected by United States and international copyright laws. The compilation of all content included in or made available through any Aavid Software is the exclusive property of Aavid and protected by U.S. and international copyright laws.
Click here to see a non-exhaustive list of Aavid trademarks. In addition, graphics, logos, page headers, button icons, scripts, and service names included in or made available through any Aavid Software are trademarks or trade dress of Aavid in the U.S. and other countries. Aavid’s trademarks and trade dress may not be used in connection with any product or service that is not Aavid’s, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits Aavid. All other trademarks not owned by Aavid that appear in any Aavid Software are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Aavid.
LICENSE AND ACCESS
Subject to your compliance with these Conditions of Use and your payment of any applicable fees, Aavid or its content providers grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and make personal and non-commercial use of the Aavid Software. This license does not include any resale or commercial use of any Aavid Service, or its contents; any collection and use of any product listings, descriptions, or prices; any derivative use of any Aavid Service or its contents; any downloading, copying, or other use of account information for the benefit of any third party; or any use of data mining, robots, or similar data gathering and extraction tools. All rights not expressly granted to you in these Conditions of Use or any Service Terms are reserved and retained by Aavid or its licensors, suppliers, publishers, rightsholders, or other content providers. No Aavid Service, nor any part of any Aavid Service, may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of Aavid. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Aavid without express written consent. You may not use any meta tags or any other “hidden text” utilizing Aavid’s name or trademarks without the express written consent of Aavid. You may not misuse the Aavid Software. You may use the Aavid Software only as permitted by law. The licenses granted by Aavid terminate if you do not comply with these Conditions of Use or any Service Terms.
If you use any Aavid Service, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. If you are under 18, you may use the Aavid Software only with involvement of a parent or guardian. Aavid reserves the right to refuse service, terminate accounts, remove or edit content, or cancel orders in its sole discretion.
REVIEWS, COMMENTS, COMMUNICATIONS, AND OTHER CONTENT
Visitors may submit suggestions, ideas, comments, questions, or other information, so long as the content is not illegal, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights (including publicity rights), or otherwise injurious to third parties or objectionable, and does not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of “spam” or unsolicited commercial electronic messages. You may not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of a card or other content. Aavid reserves the right (but not the obligation) to remove or edit such content, but does not regularly review posted content.
If you do post content or submit material, and unless we indicate otherwise, you grant Aavid a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, perform, translate, create derivative works from, distribute, and display such content throughout the world in any media. You grant Aavid and sublicensees the right to use the name that you submit in connection with such content, if they choose. You represent and warrant that you own or otherwise control all of the rights to the content that you post; that the content is accurate; that use of the content you supply does not violate this policy and will not cause injury to any person or entity; and that you will indemnify Aavid for all claims resulting from content you supply. Aavid has the right but not the obligation to monitor and edit or remove any activity or content. Aavid takes no responsibility and assumes no liability for any content posted by you or any third party.
Aavid respects the intellectual property of others. If you believe that your work has been copied in a way that constitutes copyright infringement, please follow our Notice and Procedure for Making Claims of Copyright Infringement
RISK OF LOSS
All items purchased from Aavid are made pursuant to a shipment contract. This means that the risk of loss and title for such items pass to you upon our delivery to the carrier.
AAVID SOFTWARE TERMS
In addition to these Conditions of Use, the terms found here apply to any software (including any updates or upgrades to the software and any related documentation) that we make available to you from time to time for your use in connection with Aavid Software (the “Aavid Software”).
DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY
THE AAVID SOFTWARE AND ALL INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) AND OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH AAVID SOFTWARE ARE PROVIDED BY AAVID ON AN “AS IS” AND “AS AVAILABLE” BASIS, UNLESS OTHERWISE SPECIFIED IN WRITING. AAVID MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE AAVID SOFTWARE, OR THE INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE AAVID SOFTWARE, UNLESS OTHERWISE SPECIFIED IN WRITING. YOU EXPRESSLY AGREE THAT YOUR USE OF THE AAVID SOFTWARE IS AT YOUR SOLE RISK.
TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, AAVID DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. AAVID DOES NOT WARRANT THAT THE AAVID SOFTWARE, INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE AAVID SOFTWARE, AAVID’S SERVERS OR ELECTRONIC COMMUNICATIONS SENT FROM AAVID ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. AAVID WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF ANY AAVID SERVICE, OR FROM ANY INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH ANY AAVID SERVICE, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES, UNLESS OTHERWISE SPECIFIED IN WRITING.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
QUOTATION – Seller’s quotation is an offer to sell products and/or services to Buyer under these terms and conditions and those specified in the quotation. Seller’s quotation is valid only for 30 days and may be withdrawn or modified by Seller at any time prior to receiving Buyer’s order. Prices quoted are for specific minimum quantities to be delivered within six months. In the event of a conflict between the terms of the quotation and these terms and conditions, the terms of the quotation shall govern.
ORDER Acceptance – Upon Seller’s acknowledgement, Buyer’s order is accepted under Seller’s terms and conditions of sale and those specified in the quotation. If the terms stated in Buyer’s order are inconsistent with the terms contained hereunder and those specified in the quotation, Seller’s acknowledgement shall constitute a counteroffer and Buyer shall be deemed to have accepted Seller’s terms unless it notifies Seller to the contrary in writing within five (5) days after receiving Seller’s acknowledgement. Unless and until specifically agreed to in writing by Seller, any terms inconsistent with the terms offered by Seller shall not be considered accepted by Seller.
Price – Seller reserves the right to revise the price at any time due to unexpected, significant changes in circumstances. In the event that Buyer and Seller fail to agree on the revised price, Seller may, at its sole discretion, elect to cancel any remaining portions of the order without penalty or cost to Seller.
TAXES – All national, federal, state and local sales, use gross receipts, value added, import/export or other taxes/duties/tariffs now or hereafter enacted, shall be Buyer’s responsibility, and shall be paid by Buyer either to Seller or to the public authorities, as the case may be.
Payment – Unless otherwise specified, payment terms are net 30 days after date of invoice, subject to credit approval by Seller. Invoices will be issued upon shipment of products (including partial shipments) and/or when services are provided. Progress payments on services are required on a monthly basis. Buyer shall have no right of setoff. Seller reserves the right to cancel or put on hold Buyer’s orders at any time due to Buyer’s non-payment or credit problems, without penalty or cost to Seller.
Shipment – (a) All shipments will be FOB shipping point, freight/duty collect unless otherwise specified; (b) Quoted lead time for delivery shall be +/- one week and is based upon timely receipt from Buyer of all necessary information and approval of drawings, etc. Seller shall not be liable to Buyer for any loss, damage or delay due to any cause beyond Seller’s reasonable control, including, without limitation: natural disasters, strikes/work stoppages, fires, governmental acts, riots, political unrest, delays in transportation, and shortages in fuel, power, labor, materials, components or other manufacturing facilities. In the event of any such delay, the date of shipment shall be extended for a period equal to the time lost by reason of delay plus any necessary recovery time. Seller, at its sole discretion, may elect to cancel any remaining orders without penalty or cost to Seller in the event of extended delays beyond its control.
Risk of loss – Buyer assumes all responsibility for, and risk of loss of or damages to, the product upon delivery at Seller’s shipping point even though Seller may have selected the carrier and even though Seller may have agreed to undertake or participate in the installation of the product.
CANCELLATIONS AND CHANGES – All order cancellations and changes are subject to Seller’s approval. Seller’s acceptance of such changes or cancellations, if granted, shall be conditioned upon Buyer’s reimbursement for all of Seller’s costs, expenses and prorated profits.
INSPECTION AND RETURNS – Buyer shall inspect product within ten (10) days of delivery. Prior to returning any product to Seller, Buyer shall obtain a return material authorization (RMA) from Seller along with Seller’s specific instructions. Seller will not accept any product returned without a proper RMA number issued by Seller.
EQUIPMENT – All equipment, including but not limited to jigs, dies, tools and fixtures constructed or acquired by Seller to manufacture/test products sold to Buyer hereunder shall be and remain Seller’s property. Amounts paid in connection therewith by Buyer, if any, represent service charges and fees.
WARRANTIES – Seller expressly warrants to Buyer that products manufactured by Seller will be free from detrimental defects in workmanship and materials as determined under generally accepted industry standards and standards established by Seller. Upon acceptance in writing of Buyer’s specific requirements, Seller further expressly warrants to Buyer that its products will meet such specifications. If it appears within two years from the date of shipment by Seller that the product does not meet these express warranties and Buyer gives Seller prompt and reasonable notice, Seller shall, at its option, either repair or replace at its expense, FOB Seller’s works, but not dismantle or reinstall, the defective parts provided, upon request, such parts are shipped freight prepaid to Seller’s works. These warranties shall not apply if product is subjected to other than normal and proper storage, handling, installation, operation and maintenance or to unauthorized repairs or alterations. Equipment, components and accessories made by other manufacturers are warranted only to the extent of the original manufacturer’s warranties to Seller. THE FORGOING WARRANTY OBLIGATION OF THE SELLER SHALL CONSTITUTE THE SOLE AND EXCLUSIVE REMEDY OF THE BUYER AND THE SOLE LIABILITY OF THE SELLER. EXCEPT AS SET FORTH HEREIN AND EXCEPT AS TO TITLE IT IS EXPRESSLY AGREED (A) THAT THERE IS NO WARRANTY OF MERCHANTABLITY OR ANY OTHER WARRANTY, EXPRESS, IMPLIED OR STATUTORY, NOR ANY AFFIRMATION OF FACT OR PROMISES BY SELLER WITH RESPECT TO THE PRODUCT OR OTHERWISE WHICH EXTEND BEYOND THE SPECIFICATIONS MUTUALLY AGREED UPON IN WRITING BY SELLER AND BUYER, AND (B) THAT THE BUYER ACKNOWLEDGES THAT IT IS PURCHASING THE PRODUCT SOLELY ON THE BASIS OF THE COMMITMENTS OF SELLER EXPRESSLY SET FORTH HEREIN.
LIMITATION OF DAMAGES – IN NO EVENT SHALL SELLER BE LIABLE TO BUYER ON A CLAIM OF ANY KIND, INCLUDING NEGLIGENCE, FOR ANY INTERRUPTION OF OPERATIONS, LOSS OF ANTICIPATED PROFITS OR FOR SPECIAL, INCIDENTIAL, CONTINGENT OR CONSEQUENTIAL DAMAGES.
INTELLECTUAL PROPERTY – Nothing in this agreement shall grant Buyer any rights or licenses of any kind with respect to any patent, trademark, or more generally, proprietary right owned by or licensed to Seller. Buyer expressly agrees to hold Seller and its officers, directors, employees and agents harmless from any loss, damage, or liability for the infringements of patent rights, licenses, copyrights, trademarks or franchises arising from or connected to, directly or indirectly, the use or sale of the product manufactured by Seller hereunder using Buyer’s, in whole or in part), design and/or specifications. Further, Buyer, at its sole costs and expense, shall vigorously defend Seller and its directors, officers, employees and agents in any action, suit or claim in which such infringement is alleged with respect to the sale or use of the product manufactured by Seller hereunder using Buyer’s design and/or specifications.
PARTIES, GOVERNING LAW – These terms and conditions shall be binding upon the parties and upon their respective heirs, executors, successors and assigns, and this agreement shall be governed by and interpreted in accordance with the laws of Seller’s state of incorporation; however, in the case of international transactions it shall be governed by the UN Convention on the International Sale of Goods as adopted in the United States.
GENERAL – This contract is for the benefit of the parties hereto and not for any other person. Buyer may not delegate its performance or assign its rights without Seller’s prior written consent.
Additional Aavid Software Terms
Use of the Aavid Software. You may use Aavid Software solely for purposes of enabling you to use and enjoy the Aavid Software as provided by Aavid, and as permitted by the Conditions of Use, these Software Terms and any Service Terms. You may not incorporate any portion of the Aavid Software into your own programs or compile any portion of it in combination with your own programs, transfer it for use with another service, or sell, rent, lease, lend, loan, distribute or sub-license the Aavid Software or otherwise assign any rights to the Aavid Software in whole or in part. You may not use the Aavid Software for any illegal purpose. We may cease providing any Aavid Software and we may terminate your right to use any Aavid Software at any time. Your rights to use the Aavid Software will automatically terminate without notice from us if you fail to comply with any of these Software Terms, the Conditions of Use or any other Service Terms. Additional third party terms contained within or distributed with certain Aavid Software that are specifically identified in related documentation may apply to that Aavid Software (or software incorporated with the Aavid Software) and will govern the use of such software in the event of a conflict with these Conditions of Use. All software used in any Aavid Service is the property of Aavid or its software suppliers and protected by United States and international copyright laws.
No Reverse Engineering. You may not, and you will not encourage, assist or authorize any other person to copy, modify, reverse engineer, decompile or disassemble, or otherwise tamper with, the Aavid Software, whether in whole or in part, or create any derivative works from or of the Aavid Software.
Updates. In order to keep the Aavid Software up-to-date, we may offer automatic or manual updates at any time and without notice to you.
Export Regulations; Government End Users. You must comply with all export and re-export restrictions and regulations of the Department of Commerce and other United States agencies and authorities that may apply to the Aavid Software. If you are a U.S. Government end user, we are licensing the Aavid Software to you as a “Commercial Item” as that term is defined in the U.S. Code of Federal Regulations (see 48 C.F.R. § 2.101), and the rights we grant you to the Aavid Software are the same as the rights we grant to all others under these Conditions of Use
Data Controller and Owner
Aavid Thermalloy LLC
1 Aavid Circle
Laconia, NH 03246
Types of Data collected
Failure to provide certain Personal Data may make it impossible for Aavid Genie to provide its services. Users are responsible for any Personal Data of third parties obtained, published or shared through Aavid Genie and confirm that they have the third party’s consent to provide the Data to the Owner.
Mode and place of processing the Data
Methods of processing
The Data Controller processes the Data of Users in a proper manner and shall take appropriate security measures to prevent unauthorized access, disclosure, modification, or unauthorized destruction of the Data.
The Data processing is carried out using computers and/or IT enabled tools, following organizational procedures and modes strictly related to the purposes indicated. In addition to the Data Controller, in some cases, the Data may be accessible to certain types of persons in charge, involved with the operation of the site (administration, sales, marketing, legal, system administration) or external parties (such as third party technical service providers, mail carriers, hosting providers, IT companies, communications agencies) appointed, if necessary, as Data Processors by the Owner. The updated list of these parties may be requested from the Data Controller at any time.
The Data is processed at the Data Controller’s operating offices and in any other places where the parties involved with the processing are located. For further information, please contact the Data Controller.
The Data is kept for the time necessary to provide the service requested by the User, or stated by the purposes outlined in this document, and the User can always request that the Data Controller suspend or remove the data.
The use of the collected Data
The Data concerning the User is collected to allow the Owner to provide its services, as well as for Analytics. The Personal Data used for each purpose is outlined in the specific sections of this document.
Detailed information on the processing of Personal Data
Personal Data is collected for the following purposes and using the following services:
Google Analytics (Google Inc.) enables the Owner to monitor and analyze web traffic and can be used to keep track of User behavior. Google Analytics is a web analysis service provided by Google Inc. (“Google”). Google utilizes the Data collected to track and examine the use of Aavid Genie, to prepare reports on its activities and share them with other Google services. Google may use the Data collected to contextualize and personalize the ads of its own advertising network.
Personal Data collected: Cookies and Usage Data.
Additional information about Data collection and processing
The User’s Personal Data may be used for legal purposes by the Data Controller, in Court or in the stages leading to possible legal action arising from improper use of Aavid Genie or the related services.The User declares to be aware that the Data Controller may be required to reveal personal data upon request of public authorities.
Additional information about User’s Personal Data
System logs and maintenance
For operation and maintenance purposes, Aavid Genie and any third party services may collect files that record interaction with Aavid Genie (System logs) or use for this purpose other Personal Data (such as IP Address).
Information not contained in this policy
More details concerning the collection or processing of Personal Data may be requested from the Data Controller at any time. Please see the contact information at the beginning of this document.
The rights of Users
Users have the right, at any time, to know whether their Personal Data has been stored and can consult the Data Controller to learn about their contents and origin, to verify their accuracy or to ask for them to be supplemented, cancelled, updated or corrected, or for their transformation into anonymous format or to block any data held in violation of the law, as well as to oppose their treatment for any and all legitimate reasons. Requests should be sent to the Data Controller at the contact information set out above.
Aavid Genie does not support “Do Not Track” requests.
To determine whether any of the third party services it uses honor the “Do Not Track” requests, please read their privacy policies.
Definitions and legal references
Personal Data (or Data)
Any information regarding a natural person, a legal person, an institution or an association, which is, or can be, identified, even indirectly, by reference to any other information, including a personal identification number.
Information collected automatically from Aavid Genie (or third party services employed in Aavid Genie), which can include: the IP addresses or domain names of the computers utilized by the Users who use Aavid Genie, the URI addresses (Uniform Resource Identifier), the time of the request, the method utilized to submit the request to the server, the size of the file received in response, the numerical code indicating the status of the server’s answer (successful outcome, error, etc.), the country of origin, the features of the browser and the operating system utilized by the User, the various time details per visit (e.g., the time spent on each page within the Application) and the details about the path followed within the Application with special reference to the sequence of pages visited, and other parameters about the device operating system and/or the User’s IT environment.
The individual using Aavid Genie, which must coincide with or be authorized by the Data Subject, to whom the Personal Data refers.
The legal or natural person to whom the Personal Data refers.
Data Processor (or Data Supervisor)
Data Controller (or Owner)
The natural person, legal person, public administration or any other body, association or organization with the right, also jointly with another Data Controller, to make decisions regarding the purposes, and the methods of processing of Personal Data and the means used, including the security measures concerning the operation and use of Aavid Genie. The Data Controller, unless otherwise specified, is the Owner of Aavid Genie.
The software tool by which the Personal Data of the User is collected.
Small piece of data stored in the User’s device.
Notice to European Users: this privacy statement has been prepared in fulfillment of the obligations under Art. 10 of EC Directive n. 95/46/EC, and under the provisions of Directive 2002/58/EC, as revised by Directive 2009/136/EC, on the subject of Cookies.
Last Modified: March 23, 2017