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TERMS OF USE

These Terms of Use (“Terms”) apply to your use of the HyperMicro.com website located at https://hypermicro.com (collectively the “Site”). The Site is owned, maintained, and operated by Hyper Microsystems, Inc., an Illinois corporation (referred to herein as “HyperMicro”, but also “we”, “our”, or “us”), and its subsidiaries and affiliates. These Terms apply only to activities that HyperMicro, or any visitors of the Site (referred to herein as “you”, “your”, or “users”), engage in on the Site, and does not apply to HyperMicro’s or any users’ activities that are unrelated to the Site or otherwise “offline”.

Additional terms and conditions may apply to some products or services offered by HyperMicro, and to the use of the Site and to specific portions or features of the Site, including, but not limited to, promotional offers, contests, or other similar features (“Additional Terms”), all of which terms are made a part of these Terms by this reference. The Additional Terms will control to the extent of any inconsistency between the Additional Terms and these Terms.

ACCEPTANCE OF TERMS AND USE OF THE SITE

This Site, and its related services, are offered to you and conditioned on your acceptance, without modification, of the terms, conditions, and notices contained herein. Your use of the Site constitutes your agreement to all such terms, conditions, and notices. Your use of a particular section of the Site may also be subject to additional terms, as set forth in such section. Further, you agree to be bound by any Additional Terms, which may be required by HyperMicro with respect to any individual services that you request from us.

You agree to provide true, accurate, current, and complete information about yourself whenever the Site and other relevant forms prompt you. You further agree that you will update such information upon request to keep it accurate.

HyperMicro reserves the right to refuse service, in its sole discretion, at any time, for any lawful reason, without notice. HyperMicro reserves the right to withdraw or amend the Site, and any service or material we provide on the Site, in its sole discretion, at any time, for any reason, without notice. HYPERMICRO WILL NOT BE LIABLE IF FOR ANY REASON ALL OR ANY PART OF THE SITE IS UNAVAILABLE AT ANY TIME OR FOR ANY PERIOD. FROM TIME TO TIME, WE MAY RESTRICT ACCESS TO SOME PARTS OF THE SITE, OR THE SITE ENTIRELY, TO USERS, INCLUDING REGISTERED USERS.

If you do not agree with these Terms, or any revised policy, please exit the Site immediately.

LAWS AND REGULATIONS

When accessing and using the Site, you agree to use the Site and our services only for the purposes that are permitted by these Terms and any applicable Federal, state, or local laws, regulations, or generally accepted practices or guidelines in the relevant jurisdictions.

In addition, you agree that you are solely responsible for any breach of your obligations under these Terms and for the consequences (including any loss or damage which HyperMicro may suffer) of any such breach. As a condition of your use of the Site and our services, you warrant to HyperMicro that you will not use the Site or our services for any purpose that is unlawful or prohibited by these Terms.

SITE LICENSE AND USE OF THIS SITE

HyperMicro grants you a limited, non-exclusive, non-transferable, and revocable license to access and make personal use of the Site, and not to download or modify it, or any portion of it, except with the express written consent of HyperMicro. This license does not include: (i) any resale or commercial use of the Site or its contents; (ii) any collection and use of any product listings, images, descriptions or prices; (iii) any derivative use of this site or its contents; (iv) any downloading or copying of account information; or (v) any use of data mining, robots, or similar data gathering and extraction tools. The Site or any portion of the Site may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose, without the express written consent of HyperMicro.

Any unauthorized use of this Site terminates the permission or license that HyperMicro has granted to you under these Terms. You also agree that HyperMicro may, in its sole discretion and without prior notice to you, terminate your access to the Site and your account for any reason, including without limitation: (1) attempt to gain unauthorized access to the Site or assistance to others attempting to do so, (2) overcoming software security features limiting use of or protecting any content, (3) discontinuance or material modification of the Site or any product or service offered on or through the Site, (4) violations of these Terms, (5) your failure to pay for any services that HyperMicro renders to or for you, (6) suspected or actual intellectual property infringement, (7) unexpected operational difficulties, (8) requests by law enforcement or other government agencies, (9) HyperMicro learns that you provided inaccurate or incomplete information in violation of these Terms, or (10) any other violation of applicable Federal, state, or local laws or regulations. You agree that HyperMicro or its affiliates will not be liable to you or to any third party for termination of your access to the Site.

ELECTRONIC COMMUNICATION

When you visit the Site, or send communications to HyperMicro through the Site, you are communicating with us electronically and, as such, you consent to receive communications from us electronically. We will communicate with you by e-mail, facsimile, chat message, or by posting notices on the Site. You agree that all agreements, notices, disclosures and other communications that HyperMicro provides to you electronically satisfy any legal requirements that such communication be in writing.

MODIFICATION OF THESE TERMS

We reserve the right to change these Terms at any time and without prior written notice. You are responsible for regularly reviewing these terms and conditions and Additional Terms posted on other sections of the Site. Your continued use of the Site constitutes your agreement to all such terms, conditions, and notices.

PRODUCTS; PRODUCT DESCRIPTIONS

HyperMicro, the Site, and their affiliates attempt, in good faith, to be as accurate as possible with descriptions of the products on the Site (the “Products”). Unless expressly indicated otherwise, HyperMicro is not the manufacturer of any Products sold on the Site. Actual Product packaging and materials may contain more and different information to that displayed on the Site. All information about the Products on the Site is provided for information purposes only, and HYPERMICRO MAKES NO WARRANTIES OR REPRESENTATIONS AS TO THE SITE’S ACCURACY.

TO THE FULLEST EXTENT PERMITTED BY LAW, HYPERMICRO ACCEPTS NO LIABILITY AND RESPONSIBILITY FOR INACCURACIES OR MISSTATEMENTS ABOUT PRODUCTS BY MANUFACTURERS OR OTHER THIRD PARTIES.

If the Products presented on the Site are not as described, your sole remedy is to return such Products in compliance with the Return Policy[SA1] .

PROMOTIONS

Promotional offers, Deals, Promo Codes, Rebates, Gifts, Combo Specials, Bundle Specials, Discounts, and etc. (collectively, “Promotions”) are subject to change without notice. In addition, HyperMicro reserves the right to modify or cancel Promotions at any time, for any reason, and without notice, but will honor orders already placed.[SA2]

TRADEMARKS AND SERVICE MARKS

All trademarks or service marks that appear, from time to time, on the Site (“Trademarks”) are trademarks or registered trademarks of their respective owners, who may or may not be affiliated with, connected to, or sponsored by the HyperMicro, the Site, or their affiliates.

The Trademarks are valuable assets of their respective owners and carry considerable goodwill and consumer acceptance of the goods and services sold under the Trademarks. Such goodwill has made the Trademarks distinctive to their respective owners and, as such, may only be used by their respective owners, licensees, or other authorized persons or entities for the benefit of their respective owners, and only in connection with the products and services authorized by their respective owners. Any unauthorized use of the Trademarks and/or any use of a mark or symbol that is likely to cause confusion among consumers, or in any manner that disparages or discredits the HyperMicro, the Site, or their affiliates or subsidiaries, is strictly prohibited.

You may not use any of the Trademarks, in any manner, without the prior written consent of their respective owners. Any unauthorized use is expressly prohibited by law and violators will be prosecuted to the maximum extent possible according to applicable law, without notice.

COPYRIGHTS

All content that is made available to view and/or download in connection with the Site, including, but not limited, to text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, (“Content”) and software (“Software”), is owned by, and is the copyrighted work of, HyperMicro and/or its suppliers, and is protected by United States of America and international copyright laws. The compilation of all content on the Site, including, without limitation, user created content (product reviews, testimonials, forum posts, blog comments, product ratings, etc.) is the exclusive property of HyperMicro and is protected by United States of America and international copyright laws. All Software used on this Site is the property HyperMicro and/or its software suppliers and is protected by United States of America and international copyright laws. You are prohibited from modifying, copying, distributing, transmitting, displaying, publishing, selling, licensing, creative derivative works or using any Content or Software available on or through the Site for commercial, private, or public purposes.

Any reproduction or redistribution of the Content and/or Software is expressly prohibited by law and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible. WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION OF THE CONTENT OR SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED.

IINTELLECTUAL PROPERTY INFRINGEMENT AND DIGITAL MILLENIUM COPYRIGHT ACT POLICY

We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or from HyperMicro infringe your copyright, you may request removal of those materials (or access to them) from HyperMicro by submitting written notification to our Designated Infringement Agent (designated below). In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA”), the written notice (the “DMCA Notice”) must include substantially the following:

A physical or electronic signature of the copyright owner or a person who is authorized to act on behalf of the copyright owner;
Identification of the copyrighted work you believe to have been infringed;
Identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material;
Your name, mailing address, telephone number, and email address;
A statement by you that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent, or the law; and
A statement by you that the information is accurate, and under penalty of perjury, that you are authorized to act on behalf of the copyright owner.

If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective.

Please be aware that if you knowingly materially misrepresent that material or activity on HyperMicro is infringing your copyright, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.

For any trademark or other intellectual property right infringements, please send a notice containing the following information to HyperMicro’s Designated Infringement Agent (designated below):

A physical or electronic signature of the owner of the other intellectual property right or a person who is authorized to act on behalf of the owner of the intellectual property right;
Identification of the other intellectual property right you believe to have been infringed;
Identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material;
Your name, mailing address, telephone number, and email address;
A statement by you that you have a good faith belief that the use of the material is not authorized by the intellectual property owner, its agent, or the law; and
A statement by you that the information is accurate, and under penalty of perjury, that you are authorized to act on behalf of the intellectual property owner.

Our Designated Agent to receive DMCA Notices, and other intellectual property right infringement notice and correspondence is:

Hyper Microsystems Inc- DMCA Notice

900 Carnegie St., Rolling Meadows, IL 60008

DMCA@hypermicro.com

INCORPORATED POLICIES

The following policies and terms and conditions have been incorporated into these Terms:

Customer Service Policy
Privacy Policy[SA6]

GOOGLE ADWORDS REMARKETING

We may use Google AdWords Remarketing to advertise our services across the Internet. We may also use it to provide marketing that is relevant to you. By placing a cookie on your browsing device, such remarketing services cause to be displayed ads tailored to you based on the parts of our Site that you visit. This cookie does not identify you or give access to your computer. Instead, the cookie acknowledges that you visited a page, resulting in the placement of ads related to that page topic. You may choose not to participate in such remarketing services by visiting this page. You can choose not to participate in any third-party vendor’s use of cookies by visiting this page.

GOOGLE ANALYTICS

Google Analytics is a tool that records data pertaining to how users go about finding the information they seek, including search terms used and the amount of traffic that certain websites attract. We use this information to improve the user experience by making the Site easier to find for those who can benefit from our content. As with Google AdWords Remarketing, Google Analytics relies on cookies to collect this information. You can opt out of participating in Google Analytics and cease receiving related cookies by following these instructions.

FACEBOOK LEAD ADS

Facebook Lead Ads are advertisements we place on Facebook that allow you to submit your personal information directly to us so that we can contact you and discuss your interest in our services. The terms of our Privacy Policy apply to personal information submitted through a Facebook Lead Ad. We do not target minors through Lead Ads.

BING ADS DATA COLLECTION

Bing Ads uses anonymous cookies to collect data regarding user actions on an advertiser’s websites. We use Bing Ads to learn how often users click our advertisements, how long users spend on our site, how often they visit, and other data. If you do not wish to participate in Bing Ads data collection, please follow the instructions outlined on this page.[SA7]

INDEMNIFICATION

You agree to indemnify and hold harmless HyperMicro and its subsidiaries and affiliates, and their respective agents, directors, shareholders, members, managers, officers and employees, from any claim, demand, or damage, including reasonable attorneys' fees, asserted by any third party due to, or arising out of, your use of the Site and/or any information (text or graphical), software, or services obtained through the Site and/or from HyperMicro.

DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY

THE INFORMATION, CONTENT, AND SOFTWARE INCLUDED OR DESCRIBED IN OR AVAILABLE THROUGH THE SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. HYPERMICRO IS UNDER NO OBLIGATION TO UPDATE ANY CONTENT ON THE SITE. NOTWITHSTANDING THE FOREGOING, CHANGES ARE PERIODICALLY MADE TO THE SITE AND TO THE INFORMATION THEREIN, INCLUDING, BUT NOT LIMITED TO, THE PRICE OF PRODUCTS AND SERVICES. HYPERMICRO AND/OR ITS RESPECTIVE SERVICE PROVIDERS, SUPPLIERS, AND CONTRACTORS MAY MAKE IMPROVEMENTS AND/OR CHANGES TO THE SITE AT ANY TIME.

HYPERMICRO AND ITS RESPECTIVE SERVICE PROVIDERS, SUPPLIERS, CONTRACTORS, AND AFFILIATES AND ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, MEMBERS, MANAGERS, SHAREHOLDERS, EMPLOYEES OR AGENTS (THE “HYPERMICRO PARTIES”) MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, LACK OF VIRUSES OR OTHER HARMFUL COMPONENTS OR ACCURACY OF THE INFORMATION, SOFTWARE, SERVICES, AND RELATED GRAPHICS CONTAINED WITHIN THE SITE FOR ANY PURPOSE. ALL SUCH INFORMATION, SOFTWARE, SERVICES, AND RELATED GRAPHICS ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. HYPERMICRO AND/OR THE HYPERMICRO PARTIES DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, SERVICES, AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANSHIP, TITLE AND NON-INFRINGEMENT.

IN NO EVENT SHALL HYPERMICRO OR THE HYPERMICRO PARTIES BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITE, WITH THE DELAY OR INABILITY TO USE THE SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY COMMUNICATIONS, INFORMATION, SOFTWARE, SERVICES, AND RELATED GRAPHICS OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, EVEN IF HYPERMICRO OR ANY OF THE HYPERMICRO PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER BASIS. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN ANY EVENT, HYPERMICRO’S TOTAL LIABILITY TO YOU FOR DIRECT DAMAGES OR OTHERWISE WILL NOT EXCEED THE AMOUNT PAID BY YOU TO HYPERMICRO FOR ANY PRODUCTS, OR THE MAXIMUM EXTENT PERMITTED BY LAW, WHICHEVER IS LOWER.

YOU ACKNOWLEDGE AND AGREE THAT THE LIMITATIONS OF LIABILITY, DISCLAIMERS OF WARRANTIES, AND LIMITED REMEDIES SET FORTH HEREIN REPRESENT AN INSEPARABLE ALLOCATION OF RISK (INCLUDING, WITHOUT LIMITATION, IN THE EVENT OF A TOTAL AND FUNDAMENTAL BREACH OF THESE TERMS) THAT IS AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES.

VIOLATION OF TERMS

HyperMicro reserves the right to seek any and all remedies, at law, in equity or by statute, for violations of these Terms, including the right to block access from a particular Internet address or for particular users to the Site.

JURISDICTION AND VENUE

Except as noted below, all disputes against HyperMicro, including, but not limited to, disputes as to these Terms, the Site license, Site access restriction and/or termination, HyperMicro’s trademarks, copyrights, patents, trade secrets, trade dress and other intellectual property disputes, user accounts, privacy, product descriptions, pricing, and disclaimer of warranties shall be governed under the internal substantive laws of Illinois, and you hereby irrevocably consent to the exclusive jurisdiction and venue in the appropriate state and Federal courts located in Cook County, Illinois.

Use of the Site is unauthorized in any jurisdiction that does not give effect to any and all provisions of these Terms, including, without limitation, this paragraph.

WAIVER

The failure of either party to require performance by the other party of any provision of these Terms shall not affect in any way the first party’s right to require such performance at any time thereafter. Any waiver by either party of a breach of any provision of these Terms shall not be taken or held by the other party to be a continuing waiver of that provision unless such waiver is made in writing.

SEVERABILITY

If any of the provisions in these Terms shall be determined to be illegal, invalid, or otherwise unenforceable by reason of the laws of any state or country in which these Terms are intended to be effective, then to the extent and within the jurisdiction in which that provision is illegal, invalid, or unenforceable, it shall be severed and deleted from the clause and the remaining provisions shall survive, remain in full force and effect and continue to be enforceable and binding.

ELECTRONIC RECORDS AND COMMUNICATIONS

A printed version of these Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

ENTIRE AGREEMENT

These Terms, together with HyperMicro’s invoice regarding the products and/or services ordered by you, constitute the entire agreement between HyperMicro and you and supersede all prior or contemporaneous arrangements, proposals, oral or written, understandings, representations, conditions, warranties, and all other communications between HyperMicro and you relating to the subject matter of any contract to the fullest extent permitted by law. These Terms may not be explained or supplemented by any prior course of dealings or trade by custom or usage.

CUSTOMER SERVICE

We welcome your feedback. If you have any questions or comments regarding these Terms, the Privacy Policy, or the Site, [please contact us / at helpdesk@hypermicro.com using our Contact Us page].